Jacques Frederic Kerrest - Mar 20, 2025 Form 4 Insider Report for Okta, Inc. (OKTA)

Role
Director
Signature
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person
Stock symbol
OKTA
Transactions as of
Mar 20, 2025
Transactions value $
-$196,781
Form type
4
Date filed
3/24/2025, 05:02 PM
Previous 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 Sale -$58.2K -518 -29.82% $112.35 1.22K Mar 20, 2025 Direct F1, F2
transaction OKTA Class A Common Stock Sale -$79.4K -701 -57.51% $113.26 518 Mar 20, 2025 Direct F1, F3
transaction OKTA Class A Common Stock Sale -$59.2K -518 -100% $114.26 0 Mar 20, 2025 Direct F1, 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 Restricted Stock Units 3.37K Mar 20, 2025 Class A Common Stock 3.37K Direct F5, F6
holding OKTA Restricted Stock Units 2.83K Mar 20, 2025 Class A Common Stock 2.83K Direct F5, F7
holding OKTA Employee Stock Option (Right to Buy) 114K Mar 20, 2025 Class A Common Stock 114K $39.21 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 71.5K Mar 20, 2025 Class A Common Stock 71.5K $82.16 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 41.7K Mar 20, 2025 Class A Common Stock 41.7K $142.47 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 13.3K Mar 20, 2025 Class A Common Stock 13.3K $274.96 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 26.5K Mar 20, 2025 Class A Common Stock 26.5K $274.96 Direct F8
holding OKTA Class B Common Stock 158K Mar 20, 2025 Class A Common Stock 158K By Trust F9
holding OKTA Class B Common Stock 79.4K Mar 20, 2025 Class A Common Stock 79.4K By Trust F9
holding OKTA Class B Common Stock 1.14M Mar 20, 2025 Class A Common Stock 1.14M By Trust F9
* 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 September 19, 2024.
F2 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $111.76 to $112.68 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 (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F3 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $112.76 to $113.72 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $113.77 to $114.49 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F6 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 service with the Issuer on each such date, and subject to tolling from November 1, 2022 through October 31, 2023 per a Sabbatical Agreement between the Reporting Person and the Issuer.
F7 The RSUs vest in full on the earlier of June 20, 2025 or the date immediately prior to the Issuer's next regular annual stockholders meeting, subject to the Reporting Person's continued service to the Issuer through such vesting date.
F8 The shares subject to the option are fully vested and exercisable by the Reporting Person.
F9 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.