Todd McKinnon - 15 Sep 2021 Form 4 Insider Report for Okta, Inc. (OKTA)

Signature
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person
Issuer symbol
OKTA
Transactions as of
15 Sep 2021
Transactions value $
-$1,186,933
Form type
4
Filing time
17 Sep 2021, 17:16:29 UTC
Previous filing
24 Aug 2021
Next filing
22 Sep 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Options Exercise $0 +3,531 +801% $0 3,972 15 Sep 2021 Direct
transaction OKTA Class A Common Stock Sale -$447,942 -1,773 -45% $252.65 2,199 16 Sep 2021 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +3,181 +145% $0 5,380 15 Sep 2021 Direct
transaction OKTA Class A Common Stock Sale -$403,728 -1,598 -30% $252.65 3,782 16 Sep 2021 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +2,642 +70% $0 6,424 15 Sep 2021 Direct
transaction OKTA Class A Common Stock Sale -$335,261 -1,327 -21% $252.65 5,097 16 Sep 2021 Direct F1, F2

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
transaction OKTA Restricted Stock Units Options Exercise $0 -3,531 -33% $0 7,063 15 Sep 2021 Class A Common Stock 3,531 Direct F3, F4
transaction OKTA Restricted Stock Units Options Exercise $0 -3,181 -14% $0 19,082 15 Sep 2021 Class A Common Stock 3,181 Direct F3, F5
transaction OKTA Restricted Stock Units Options Exercise $0 -2,642 -9.1% $0 26,425 15 Sep 2021 Class A Common Stock 2,642 Direct F3, F6
holding OKTA Class B Common Stock 5,182,781 15 Sep 2021 Class A Common Stock 5,182,781 By Trust F7
holding OKTA Class B Common Stock 128,247 15 Sep 2021 Class A Common Stock 128,247 By Trust F7
holding OKTA Employee Stock Option (Right to Buy) 38,827 15 Sep 2021 Class B Common Stock 38,827 $1.4 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 486,053 15 Sep 2021 Class B Common Stock 486,053 $7.17 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 1,798,891 15 Sep 2021 Class B Common Stock 1,798,891 $8.97 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 27,188 15 Sep 2021 Class A Common Stock 27,188 $39.21 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 50,680 15 Sep 2021 Class A Common Stock 50,680 $82.16 Direct F10
holding OKTA Employee Stock Option (Right to Buy) 63,465 15 Sep 2021 Class A Common Stock 63,465 $142.47 Direct F11
holding OKTA Employee Stock Option (Right to Buy) 63,667 15 Sep 2021 Class A Common Stock 63,667 $274.96 Direct F12
holding OKTA Employee Stock Option (Right to Buy) 127,334 15 Sep 2021 Class A Common Stock 127,334 $274.96 Direct F12
holding OKTA Restricted Stock Units 26,957 15 Sep 2021 Class A Common Stock 26,957 Direct F3, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
F2 The price reported in Column 4 is a weighted average price calculated by the broker. These shares were sold as part of a block trade in multiple transactions at prices ranging from $249.70 to $254.53, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the 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 (2) with regard to the block trade.
F3 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F4 25% of the shares underlying the RSU vested on March 15, 2019, and the remaining shares underlying the RSU shall vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F5 25% of the shares underlying the RSU vested on March 15, 2020, and the remaining shares underlying the RSU shall vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F6 25% of the shares underlying the RSU vested on March 15, 2021, and the remaining shares underlying the RSU shall vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F7 Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
F8 The shares subject to the option are fully vested and exercisable by the Reporting Person.
F9 25% of the shares subject to the option vested on February 1, 2019, and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F10 25% of the shares subject to the option vested on February 1, 2020, and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F11 25% of the shares subject to the option vested on February 1, 2021, and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F12 25% of the shares subject to the option shall vest on February 1, 2022, and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F13 25% of the shares underlying the RSU shall vest on March 15, 2022, and the remaining shares underlying the RSU shall vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.