0001209191-20-018587.txt : 20200312 0001209191-20-018587.hdr.sgml : 20200312 20200312171723 ACCESSION NUMBER: 0001209191-20-018587 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200310 FILED AS OF DATE: 20200312 DATE AS OF CHANGE: 20200312 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Runyan Jonathan T CENTRAL INDEX KEY: 0001700628 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38044 FILM NUMBER: 20709784 MAIL ADDRESS: STREET 1: C/O OKTA, INC. STREET 2: 301 BRANNAN STREET 1ST FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Okta, Inc. CENTRAL INDEX KEY: 0001660134 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 264175727 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 100 FIRST STREET STREET 2: SUITE 600 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 888-722-7871 MAIL ADDRESS: STREET 1: 100 FIRST STREET STREET 2: SUITE 600 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-03-10 0 0001660134 Okta, Inc. OKTA 0001700628 Runyan Jonathan T C/O OKTA, INC. 100 FIRST ST, SUITE 600 SAN FRANCISCO CA 94105 0 1 0 0 General Counsel and Secretary Class A Common Stock 2020-03-10 4 C 0 5174 0.00 A 5174 D Class A Common Stock 2020-03-10 4 S 0 300 111.07 D 4874 D Class A Common Stock 2020-03-10 4 S 0 993 113.5617 D 3881 D Class A Common Stock 2020-03-10 4 S 0 731 114.5057 D 3150 D Class A Common Stock 2020-03-10 4 S 0 892 115.8519 D 2258 D Class A Common Stock 2020-03-10 4 S 0 1100 117.3591 D 1158 D Class A Common Stock 2020-03-10 4 S 0 775 118.5987 D 383 D Class A Common Stock 2020-03-10 4 S 0 383 119.48 D 0 D Class A Common Stock 44699 I By Trust Employee Stock Option (Right to Buy) 7.17 2020-03-10 4 M 0 1000 0.00 D 2025-08-27 Class B Common Stock 1000 0 D Class B Common Stock 2020-03-10 4 M 0 1000 0.00 A Class A Common Stock 1000 1000 D Class B Common Stock 2020-03-10 4 C 0 1000 0.00 D Class A Common Stock 1000 0 D Employee Stock Option (Right to Buy) 8.62 2020-03-10 4 M 0 4174 0.00 D 2026-02-24 Class B Common Stock 4174 31243 D Class B Common Stock 2020-03-10 4 M 0 4174 0.00 A Class A Common Stock 4174 4174 D Class B Common Stock 2020-03-10 4 C 0 4174 0.00 D Class A Common Stock 4174 0 D Employee Stock Option (Right to Buy) 8.97 2026-07-29 Class B Common Stock 195625 195625 D Employee Stock Option (Right to Buy) 39.21 2028-03-21 Class A Common Stock 52000 52000 D Employee Stock Option (Right to Buy) 82.16 2029-03-24 Class A Common Stock 32520 32520 D Restricted Stock Units Class A Common Stock 14966 14966 D Restricted Stock Units Class A Common Stock 12657 12657 D 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 in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.80 to $111.52 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 in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $112.80 to $113.78 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 in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $114.00 to $114.88 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 in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $115.31 to $116.27 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 in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.73 to $117.60 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 in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.04 to $119.00 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 in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $119.04 to $120.00 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 shares subject to the option shall vest in 48 equal monthly installments beginning on August 1, 2015, subject to the Reporting Person's continued employment with the Issuer through each vesting date. The option is early exercisable by the Reporting Person. The shares subject to the option shall vest in 48 equal monthly installments beginning on February 1, 2016, subject to the Reporting Person's continued employment with the Issuer through each vesting date. The option is early 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 continued employment with the Issuer through each vesting 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 equal monthly 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 vested 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 on each such date. 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 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. 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. /s/ Larissa Schwartz, attorney-in-fact of the Reporting Person 2020-03-12