Todd McKinnon - Feb 11, 2025 Form 4 Insider Report for Okta, Inc. (OKTA)

Signature
/s/ Larissa Schwartz, 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, 05:03 PM
Previous filing
Dec 26, 2024
Next filing
Mar 18, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Award $0 +42K $0.00 42K Feb 11, 2025 Direct F1, F2
transaction OKTA Class A Common Stock Award $0 +30.2K +71.9% $0.00 72.2K Feb 11, 2025 Direct F3, F4

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 Employee Stock Option (Right to Buy) 455K Feb 11, 2025 Class B Common Stock 455K $8.97 Direct F5
holding OKTA Employee Stock Option (Right to Buy) 5.44K Feb 11, 2025 Class A Common Stock 5.44K $39.21 Direct F5
holding OKTA Employee Stock Option (Right to Buy) 32.3K Feb 11, 2025 Class A Common Stock 32.3K $82.16 Direct F5
holding OKTA Employee Stock Option (Right to Buy) 48.4K Feb 11, 2025 Class A Common Stock 48.4K $142.47 Direct F5
holding OKTA Employee Stock Option (Right to Buy) 63.7K Feb 11, 2025 Class A Common Stock 63.7K $274.96 Direct F5
holding OKTA Employee Stock Option (Right to Buy) 127K Feb 11, 2025 Class A Common Stock 127K $274.96 Direct F5
holding OKTA Class B Common Stock 6.15M Feb 11, 2025 Class A Common Stock 6.15M By Trust F6
holding OKTA Class B Common Stock 128K Feb 11, 2025 Class A Common Stock 128K By Trust F6
holding OKTA Restricted Stock Units 1.69K Feb 11, 2025 Class A Common Stock 1.69K Direct F7, F8
holding OKTA Restricted Stock Units 52.5K Feb 11, 2025 Class A Common Stock 52.5K Direct F7, F9
holding OKTA Restricted Stock Units 45.3K Feb 11, 2025 Class A Common Stock 45.3K Direct F7, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 21, 2023, 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 42,021 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 42,021 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
F3 On March 29, 2024, the Reporting Person was granted 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 30,211 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.
F4 Includes 72,232 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
F5 The shares subject to the option are fully vested and exercisable by the Reporting Person.
F6 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.
F7 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F8 25% of the shares underlying the RSU vested 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.
F9 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.
F10 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.