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Filing Details

Accession Number:: 0001209191-19-050094
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-09-18 17:07:50
Reporting Period:: 2019-09-15

Accepted Time:: 2019-09-18 17:07:50
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1660134	Okta Inc.	OKTA	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1306938	E William Losch	C/O Okta, Inc. 100 First St, Suite 600 San Francisco CA 94105	Chief Financial Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2019-09-15	2,206	$0.00	12,572	No	4	M	Direct
Class A Common Stock	Disposition	2019-09-16	1,108	$102.57	11,464	No	4	S	Direct
Class A Common Stock	Acquisiton	2019-09-16	20,000	$0.00	31,464	No	4	C	Direct
Class A Common Stock	Disposition	2019-09-16	2,452	$101.07	29,012	No	4	S	Direct
Class A Common Stock	Disposition	2019-09-16	4,616	$101.99	24,396	No	4	S	Direct
Class A Common Stock	Disposition	2019-09-16	10,014	$103.19	14,382	No	4	S	Direct
Class A Common Stock	Disposition	2019-09-16	2,918	$103.80	11,464	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	C	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Restricted Stock Units	Acquisiton	2019-09-15	2,206	$0.00	2,206	$0.00
Class B Common Stock	Employee Stock Option (Right to Buy)	Disposition	2019-09-16	19,536	$0.00	19,536	$7.17
Class B Common Stock	Employee Stock Option (Right to Buy)	Disposition	2019-09-16	464	$0.00	464	$8.97
Class A Common Stock	Class B Common Stock	Acquisiton	2019-09-16	20,000	$0.00	20,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2019-09-16	20,000	$0.00	20,000	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
22,063		No	4	M	Direct
0	2025-08-27	No	4	M	Direct
274,736	2026-07-29	No	4	M	Direct
20,000		No	4	M	Direct
0		No	4	C	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Class B Common Stock	$0.00		450,886	450,886	Indirect
Class B Common Stock	Employee Stock Option (Right to Buy)	$1.40	2023-08-29	106,820	106,820	Direct
Class A Common Stock	Employee Stock Option (Right to Buy)	$39.21	2028-03-21	81,500	81,500	Direct
Class A Common Stock	Employee Stock Option (Right to Buy)	$82.16	2029-03-24	45,530	45,530	Direct
Class A Common Stock	Restricted Stock Units	$0.00		20,953	20,953	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	450,886	450,886	Indirect
2023-08-29	106,820	106,820	Direct
2028-03-21	81,500	81,500	Direct
2029-03-24	45,530	45,530	Direct
	20,953	20,953	Direct

Footnotes

Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
The price reported in Column 4 is a weighted average price calculated by the broker. These shares were sold as part of a block trade in multiple transactions at prices ranging from $99.99 to $104.11, inclusive. The Reporting Personundertakes to provide to the Issuer, any security holder of the Issuer, 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 rangeset forth in this footnote (2) with regard to the block trade.
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.
This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.51 to $101.48 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.52 to $102.44 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.54 to $103.52 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.55 to $104.02 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
25% of the shares underlying the RSU vested on March 15, 2019, 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.
The shares subject to the option are fully vested and exercisable by the Reporting Person.
20% of the shares subject to the option vested on July 29, 2017, 20% of the shares subject to the option vested on July 29, 2018, 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. The option is early exercisable by the Reporting Person.
25% of the shares subject to the option vested on February 1, 2019, and the remaining shares subject to the option shall vest in 36 equalmonthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
25% of the shares subject to the option shall vest on February 1, 2020 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 through each vesting date.
25% of the shares underlying the RSU shall vest on March 15, 2020, 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.