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Filing Details

Accession Number:: 0000899243-17-028657
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-12-13 21:35:05
Reporting Period:: 2017-12-11

Accepted Time:: 2017-12-13 21:35:05
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1660134	Okta Inc.	OKTA	()	CA

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1032453	Vinod Khosla	2128 Sand Hill Road Menlo Park CA 94025	No	No	No	Yes
1501927	Vk Services, Llc	2128 Sand Hill Road Menlo Park CA 94025	No	No	No	Yes
1521016	Khosla Ventures Iv, L.p.	2128 Sand Hill Road Menlo Park CA 94025	No	No	No	Yes
1685549	Khosla Ventures Associates Iv, Llc	2128 Sand Hill Road Menlo Park CA 94025	No	No	No	Yes
1685550	Khosla Ventures Iv (Cf), L.p.	2128 Sand Hill Road Menlo Park CA 94025	No	No	No	Yes

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2017-12-11	939,910	$0.00	939,910	No	4	C	Indirect	See footnote
Class A Common Stock	Acquisiton	2017-12-11	60,090	$0.00	60,090	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-11	939,910	$0.00	0	No	4	J	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-11	60,090	$0.00	0	No	4	J	Indirect	See footnote
Class A Common Stock	Acquisiton	2017-12-11	101,409	$0.00	101,409	No	4	J	Indirect	See footnote
Class A Common Stock	Acquisiton	2017-12-11	90	$0.00	101,499	No	4	J	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-11	101,499	$0.00	0	No	4	J	Indirect	See footnote
Class A Common Stock	Acquisiton	2017-12-11	90,002	$0.00	263,253	No	4	J	Indirect	See footnote
Class A Common Stock	Acquisiton	2017-12-12	281,973	$0.00	281,973	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-12	262,672	$25.45	19,301	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-12	19,301	$26.01	0	No	4	S	Indirect	See footnote
Class A Common Stock	Acquisiton	2017-12-12	18,027	$0.00	18,027	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-12	16,793	$25.45	1,234	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-12	1,234	$26.01	0	No	4	S	Indirect	See footnote
Class A Common Stock	Acquisiton	2017-12-13	234,977	$0.00	234,977	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-13	234,789	$25.45	188	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-13	188	$26.06	0	No	4	S	Indirect	See footnote
Class A Common Stock	Acquisiton	2017-12-13	15,023	$0.00	15,023	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-13	15,011	$25.45	12	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-13	12	$26.06	0	No	4	S	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	J	Indirect	See footnote
No	4	J	Indirect	See footnote
No	4	J	Indirect	See footnote
No	4	J	Indirect	See footnote
No	4	J	Indirect	See footnote
No	4	J	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2017-12-11	939,910	$0.00	939,910	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2017-12-11	60,090	$0.00	60,090	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2017-12-12	281,973	$0.00	281,973	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2017-12-12	18,027	$0.00	18,027	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2017-12-13	234,977	$0.00	234,977	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2017-12-13	15,023	$0.00	15,023	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
3,613,007	No	4	C	Indirect
230,987	No	4	C	Indirect
3,331,034	No	4	C	Indirect
212,960	No	4	C	Indirect
3,096,057	No	4	C	Indirect
197,937	No	4	C	Indirect

Footnotes

Pursuant to a conversion exempt under Rule 16b-6(b), shares of Class B Common Stock were automatically converted into shares of Class A Common Stock on a one-for-one basis.
Consists of securities held of record by Khosla Ventures IV, L.P. ("KV IV"), of which Khosla Ventures Associates IV, LLC ("KVA IV") is the general partner. Vinod Khosla is the managing member of VK Services, LLC ("VK Services"), which is the manager of KVA IV. Each of KVA IV, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities held by KV IV, and each of KVA IV, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities held by KV IV. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Consists of securities held of record by Khosla Ventures IV (CF), L.P. ("KV IV (CF)"), of which KVA IV is the general partner. Vinod Khosla is the managing member of VK Services, which is the manager of KVA IV. Each of KVA IV, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities held by KV IV (CF), and each of KVA IV, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities held by KV IV (CF). Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
On December 11, 2017, 939,910 shares of Class A Common Stock held by KV IV were distributed to the limited partners and general partners of KV IV.
On December 11, 2017, 60,090 shares of Class A Common Stock held by KV IV (CF) were distributed to the limited partners and general partners of KV IV (CF).
Consists of securities held of record by KVA IV. Vinod Khosla is the managing member of VK Services, which is the manager of KVA IV. Each of KVA IV, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities held by KVA IV, and each of VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities held by KVA IV. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
On December 11, 2017, 101,499 shares of Class A Common Stock held by KVA IV were distributed to the members of KVA IV.
Consists of securities held of record by VK Services. Vinod Khosla is the managing member of VK Services. Each of VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities, and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $24.96 to $25.955, inclusive. Each reporting person undertakes to provide Okta, Inc., any security holder of Okta, Inc., 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 ranges set forth in footnote (9) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $25.96 to $26.25, inclusive. Each reporting person undertakes to provide Okta, Inc., any security holder of Okta, Inc., 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 ranges set forth in footnote (10) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $24.96 to $25.955, inclusive. Each reporting person undertakes to provide Okta, Inc., any security holder of Okta, Inc., 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 ranges set forth in footnote (11) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $25.96 to $26.25, inclusive. Each reporting person undertakes to provide Okta, Inc., any security holder of Okta, Inc., 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 ranges set forth in footnote (12) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $25.06 to $26.05, inclusive. Each reporting person undertakes to provide Okta, Inc., any security holder of Okta, Inc., 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 ranges set forth in footnote (13) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at $26.06. Each reporting person undertakes to provide Okta, Inc., any security holder of Okta, Inc., 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 ranges set forth in footnote (14) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $25.06 to $26.05, inclusive. Each reporting person undertakes to provide Okta, Inc., any security holder of Okta, Inc., 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 ranges set forth in footnote (15) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at $26.06. Each reporting person undertakes to provide Okta, Inc., any security holder of Okta, Inc., 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 ranges set forth in footnote (16) to this Form 4.
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.