X0306 4 2021-03-15 0 0001660134 Okta, Inc. OKTA 0001788037 KRAMER CHRISTOPHER K C/O OKTA 100 FIRST ST, SUITE 600 SAN FRANCISCO CA 94105 0 1 0 0 Chief Accounting Officer Class A Common Stock 2021-03-15 4 C 0 3333 0.00 A 9422 D Class A Common Stock 2021-03-15 4 S 0 1067 223.0696 D 8355 D Class A Common Stock 2021-03-15 4 S 0 1350 224.0626 D 7005 D Class A Common Stock 2021-03-15 4 S 0 550 225.21 D 6455 D Class A Common Stock 2021-03-15 4 S 0 366 226.41 D 6089 D Class A Common Stock 2021-03-15 4 M 0 767 0.00 A 6856 D Class A Common Stock 2021-03-16 4 S 0 269 228.8101 D 6587 D Class A Common Stock 2021-03-15 4 M 0 1122 0.00 A 7709 D Class A Common Stock 2021-03-16 4 S 0 393 228.8101 D 7316 D Class A Common Stock 2021-03-15 4 M 0 350 0.00 A 7666 D Class A Common Stock 2021-03-16 4 S 0 123 228.8101 D 7543 D Class A Common Stock 2021-03-15 4 M 0 88 0.00 A 7631 D Class A Common Stock 2021-03-16 4 S 0 31 228.8101 D 7600 D Class A Common Stock 2021-03-15 4 M 0 899 0.00 A 8499 D Class A Common Stock 2021-03-16 4 S 0 372 228.8101 D 8127 D Class A Common Stock 2021-03-15 4 M 0 116 0.00 A 8243 D Class A Common Stock 2021-03-16 4 S 0 59 228.8101 D 8184 D Class A Common Stock 2021-03-15 4 M 0 138 0.00 A 8322 D Class A Common Stock 2021-03-16 4 S 0 70 228.8101 D 8252 D Class A Common Stock 2021-03-15 4 M 0 445 0.00 A 8697 D Class A Common Stock 2021-03-16 4 S 0 224 228.8101 D 8473 D Employee Stock Option (Right to Buy) 9.74 2021-03-15 4 M 0 3333 0.00 D 2027-01-22 Class B Common Stock 3333 16667 D Class B Common Stock 2021-03-15 4 M 0 3333 0.00 A Class A Common Stock 3333 3333 D Class B Common Stock 2021-03-15 4 C 0 3333 0.00 D Class A Common Stock 3333 0 D Restricted Stock Units 2021-03-15 4 M 0 767 0.00 D Class A Common Stock 767 768 D Restricted Stock Units 2021-03-15 4 M 0 1122 0.00 D Class A Common Stock 1122 5609 D Restricted Stock Units 2021-03-15 4 M 0 350 0.00 D Class A Common Stock 350 3149 D Restricted Stock Units 2021-03-15 4 M 0 138 0.00 D Class A Common Stock 138 2075 D Restricted Stock Units 2021-03-15 4 M 0 88 0.00 D Class A Common Stock 88 880 D Restricted Stock Units 2021-03-15 4 M 0 899 0.00 D Class A Common Stock 899 2694 D Restricted Stock Units 2021-03-15 4 M 0 116 0.00 D Class A Common Stock 116 0 D Restricted Stock Units 2021-03-15 4 A 0 445 0.00 A Class A Common Stock 445 445 D Restricted Stock Units 2021-03-15 4 M 0 445 0.00 D Class A Common Stock 445 0 D Employee Stock Option (Right to Buy) 103.69 2029-09-18 Class A Common Stock 3187 3187 D Employee Stock Option (Right to Buy) 142.47 2030-04-14 Class A Common Stock 7590 7590 D 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 $222.739 to $223.67 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 $223.77 to $224.625 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 $224.87 to $225.56 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. 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 $222.156 to $232.70, inclusive. The Reporting Person undertakes 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 range set forth in this footnote (6) with regard to the block trade. The shares subject to the option are fully vested and exercisable by the Reporting Person. 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. Each Restricted Stock Unit ("RSU") represents the right to receive one share of Class A Common Stock. 25% of the shares underlying the RSU vested on June 15, 2018, 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 June 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. 25% of the shares underlying the RSU vested on June 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. 6.25% of the shares underlying the RSU vested on March 15, 2021, and the remaining shares underlying the RSU shall vest in 15 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 September 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, 2021, 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. 17% of the shares underlying the RSU vested on June 15, 2020, 33% of the shares underlying the RSU vested on September 15, 2020, 39% of the shares underlying the RSU vested on December 15, 2020, and the remaining 11% of the shares underlying the RSU vested on March 15, 2021, subject to the Reporting Person's continuous employment with the Issuer on each such date. 100% of the shares underlying the RSU vested on March 15, 2021. 25% of the shares subject to the option vested on October 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. 25% of the shares subject to the option vested on February 1, 2021, 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. Larissa Schwartz, attorney-in-fact of the Reporting Person 2021-03-17