Todd McKinnon - Jul 19, 2024 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
Jul 19, 2024
Transactions value $
-$25,588,323
Form type
4
Date filed
7/23/2024, 05:04 PM
Previous filing
Jun 18, 2024
Next filing
Sep 17, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Conversion of derivative security $0 +180K +375.26% $0.00 228K Jul 19, 2024 Direct F1
transaction OKTA Class A Common Stock Sale -$12.2M -131K -57.52% $93.26 96.7K Jul 19, 2024 Direct F2, F3
transaction OKTA Class A Common Stock Sale -$4.56M -48.6K -50.29% $93.85 48.1K Jul 19, 2024 Direct F2, F4
transaction OKTA Class A Common Stock Sale -$16.4K -173 -0.36% $94.73 47.9K Jul 19, 2024 Direct F2
transaction OKTA Class A Common Stock Conversion of derivative security $0 +44.8K +93.66% $0.00 92.7K Jul 22, 2024 Direct F1
transaction OKTA Class A Common Stock Sale -$6.08M -64.2K -69.23% $94.73 28.5K Jul 22, 2024 Direct F2, F5
transaction OKTA Class A Common Stock Sale -$2.3M -24.2K -84.83% $95.12 4.33K Jul 22, 2024 Direct F2, F6
transaction OKTA Class A Common Stock Sale -$418K -4.33K -100% $96.55 0 Jul 22, 2024 Direct F2, F7

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 Employee Stock Option (Right to Buy) Options Exercise $0 -101K -56.04% $0.00 79.6K Jul 19, 2024 Class B Common Stock 101K $7.17 Direct F8
transaction OKTA Employee Stock Option (Right to Buy) Options Exercise $0 -216K -12.05% $0.00 1.58M Jul 19, 2024 Class B Common Stock 216K $8.97 Direct F8
transaction OKTA Class B Common Stock Options Exercise $0 +318K $0.00 318K Jul 19, 2024 Class A Common Stock 318K Direct F1
transaction OKTA Class B Common Stock Conversion of derivative security $0 -180K -56.56% $0.00 138K Jul 19, 2024 Class A Common Stock 180K Direct F1
transaction OKTA Class B Common Stock Gift $0 -138K -100% $0.00* 0 Jul 19, 2024 Class A Common Stock 138K Direct F1
transaction OKTA Class B Common Stock Gift $0 +138K +2.5% $0.00 5.67M Jul 19, 2024 Class A Common Stock 138K By Trust F1
transaction OKTA Employee Stock Option (Right to Buy) Options Exercise $0 -78.8K -4.99% $0.00 1.5M Jul 22, 2024 Class B Common Stock 78.8K $8.97 Direct F8
transaction OKTA Class B Common Stock Options Exercise $0 +78.8K $0.00 78.8K Jul 22, 2024 Class A Common Stock 78.8K Direct F1
transaction OKTA Class B Common Stock Conversion of derivative security $0 -44.8K -56.88% $0.00 34K Jul 22, 2024 Class A Common Stock 44.8K Direct F1
transaction OKTA Class B Common Stock Gift $0 -34K -100% $0.00* 0 Jul 22, 2024 Class A Common Stock 34K Direct F1
transaction OKTA Class B Common Stock Gift $0 +34K +0.6% $0.00 5.7M Jul 22, 2024 Class A Common Stock 34K By Trust F1
holding OKTA Class B Common Stock 128K Jul 19, 2024 Class A Common Stock 128K By Trust F1
holding OKTA Employee Stock Option (Right to Buy) 5.44K Jul 19, 2024 Class A Common Stock 5.44K $39.21 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 32.3K Jul 19, 2024 Class A Common Stock 32.3K $82.16 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 48.4K Jul 19, 2024 Class A Common Stock 48.4K $142.47 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 63.7K Jul 19, 2024 Class A Common Stock 63.7K $274.96 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 127K Jul 19, 2024 Class A Common Stock 127K $274.96 Direct F9
holding OKTA Restricted Stock Units 5.06K Jul 19, 2024 Class A Common Stock 5.06K Direct F10, F11
holding OKTA Restricted Stock Units 73.5K Jul 19, 2024 Class A Common Stock 73.5K Direct F10, F12
holding OKTA Restricted Stock Units 55.4K Jul 19, 2024 Class A Common Stock 55.4K Direct F10, F13
* 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 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.
F2 This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 15, 2024.
F3 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.6717 to $93.6706 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.
F4 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.6737 to $94.66 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 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.00 to $94.99 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.
F6 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.99 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.
F7 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.24 to $96.93 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.
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, 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.
F10 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F11 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.
F12 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.
F13 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.