Larissa Schwartz - 10 Mar 2026 Form 4 Insider Report for Okta, Inc. (OKTA)

Signature
/s/ Nathan Francis, attorney-in-fact of the Reporting Person
Issuer symbol
OKTA
Transactions as of
10 Mar 2026
Net transactions value
-$146,684
Form type
4
Filing time
12 Mar 2026, 17:00:33 UTC
Previous filing
27 Feb 2026

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Schwartz Larissa Chief Legal Officer and Corporate Secretary 100 FIRST STREET, SUITE 600, SAN FRANCISCO /s/ Nathan Francis, attorney-in-fact of the Reporting Person 12 Mar 2026 0001968125

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Sale $146,684 -1,836 -2.3% $79.89 79,422 10 Mar 2026 Direct F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding OKTA Restricted Stock Units 109 10 Mar 2026 Class A Common Stock 109 Direct F4, F5
holding OKTA Restricted Stock Units 4,446 10 Mar 2026 Class A Common Stock 4,446 Direct F4, F6
holding OKTA Restricted Stock Units 9,684 10 Mar 2026 Class A Common Stock 9,684 Direct F4, F7
holding OKTA Restricted Stock Units 27,720 10 Mar 2026 Class A Common Stock 27,720 Direct F4, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 03, 2025.
F2 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.75 to $80.00 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F3 Includes 44,930 Performance Stock Units ("PSUs"), with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
F4 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F5 6.25% of the shares underlying the RSU vested on June 15, 2022, and the remaining shares underlying the RSU shall vest in 15 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F6 8.33% of the shares underlying the RSU vested on June 15, 2023, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F7 8.33% of the shares underlying the RSU vested on June 15, 2024, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F8 8.33% of the shares underlying the RSU vested on June 15, 2025, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.

Remarks:

Chief Legal Officer and Corporate Secretary