Jonathan James Addison - Feb 11, 2025 Form 4 Insider Report for Okta, Inc. (OKTA)

Role: Chief Revenue Officer
Signature: /s/ Alan Smith, attorney-in-fact of the Reporting Person
Stock symbol: OKTA
Transactions as of: Feb 11, 2025
Transactions value $: $0
Form type: 4
Date filed: 2/13/2025, 05:02 PM
Previous filing: Dec 17, 2024
Next filing: Mar 18, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OKTA	Class A Common Stock	Award	$0	+5.81K	+30.47%	$0.00	24.9K	Feb 11, 2025	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
holding	OKTA	Restricted Stock Units						4.28K	Feb 11, 2025	Class A Common Stock	4.28K		Direct	F3, F4
holding	OKTA	Restricted Stock Units						4.24K	Feb 11, 2025	Class A Common Stock	4.24K		Direct	F3, F5
holding	OKTA	Restricted Stock Units						16.6K	Feb 11, 2025	Class A Common Stock	16.6K		Direct	F3, F6
holding	OKTA	Restricted Stock Units						28.7K	Feb 11, 2025	Class A Common Stock	28.7K		Direct	F3, F7
holding	OKTA	Restricted Stock Units						13.1K	Feb 11, 2025	Class A Common Stock	13.1K		Direct	F3, F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On March 29, 2024, the Reporting Person was granted Performance Stock Units ("PSUs"), the vesting of which is subject to the achievement of certain performance criteria and to a service-based vesting criteria. On February 11, 2025, the Compensation Committee of the Board of Directors determined that 5,810 shares of the Issuer's Class A Common Stock were earned as result of the achievement of the performance criteria, with vesting to occur once the service-based vesting criteria are satisfied on March 15, 2025.
F2	Includes 5,810 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
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 Restricted Stock Units ("RSU") vested on December 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.
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 March 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, 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.