0001209191-23-038489.txt : 20230620 0001209191-23-038489.hdr.sgml : 20230620 20230620170804 ACCESSION NUMBER: 0001209191-23-038489 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230615 FILED AS OF DATE: 20230620 DATE AS OF CHANGE: 20230620 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schwartz Larissa CENTRAL INDEX KEY: 0001968125 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38044 FILM NUMBER: 231026197 MAIL ADDRESS: STREET 1: C/O OKTA, INC. STREET 2: 100 FIRST STREET, SUITE 600 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 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 X0407 4 2023-06-15 0 0001660134 Okta, Inc. OKTA 0001968125 Schwartz Larissa 100 FIRST STREET, SUITE 600 SAN FRANCISCO CA 94105 0 1 0 0 See Remarks 0 Class A Common Stock 2023-06-15 4 M 0 263 0.00 A 20615 D Class A Common Stock 2023-06-16 4 S 0 93 75.5996 D 20522 D Class A Common Stock 2023-06-15 4 M 0 178 0.00 A 20700 D Class A Common Stock 2023-06-16 4 S 0 63 75.5996 D 20637 D Class A Common Stock 2023-06-15 4 M 0 104 0.00 A 20741 D Class A Common Stock 2023-06-16 4 S 0 37 75.5996 D 20704 D Class A Common Stock 2023-06-15 4 M 0 168 0.00 A 20872 D Class A Common Stock 2023-06-16 4 S 0 59 75.5996 D 20813 D Class A Common Stock 2023-06-15 4 M 0 316 0.00 A 21129 D Class A Common Stock 2023-06-16 4 S 0 111 75.5996 D 21018 D Class A Common Stock 2023-06-15 4 M 0 108 0.00 A 21126 D Class A Common Stock 2023-06-16 4 S 0 38 75.5996 D 21088 D Class A Common Stock 2023-06-15 4 M 0 4445 0.00 A 25533 D Class A Common Stock 2023-06-16 4 S 0 1557 75.5996 D 23976 D Restricted Stock Units 2023-06-15 4 M 0 263 0.00 D Class A Common Stock 263 0 D Restricted Stock Units 2023-06-15 4 M 0 178 0.00 D Class A Common Stock 178 710 D Restricted Stock Units 2023-06-15 4 M 0 104 0.00 D Class A Common Stock 104 623 D Restricted Stock Units 2023-06-15 4 M 0 168 0.00 D Class A Common Stock 168 1180 D Restricted Stock Units 2023-06-15 4 M 0 316 0.00 D Class A Common Stock 316 3160 D Restricted Stock Units 2023-06-15 4 M 0 108 0.00 D Class A Common Stock 108 1190 D Restricted Stock Units 2023-06-15 4 M 0 4445 0.00 D Class A Common Stock 4445 48899 D Employee Stock Option (Right to Buy) 8.62 2025-12-16 Class B Common Stock 14167 14167 D Employee Stock Option (Right to Buy) 8.73 2026-06-01 Class B Common Stock 9000 9000 D Employee Stock Option (Right to Buy) 11.36 2027-03-05 Class B Common Stock 5000 5000 D Based on an internal audit, the Issuer determined that due to an administrative error, the Reporting Person's Form 3 filed on March 13, 2023 and subsequent Forms 4 inadvertently overstated the Reporting Person's Class A common stock by 327 shares. This has been corrected this Form 4. 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 $74.75 to $76.97, 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 with regard to the block trade. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock. The shares underlying the RSU fully vested on June 15, 2023. 6.25% of the shares underlying the RSU vested on September 15, 2020, 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. 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. 6.25% of the shares underlying the RSU vested on June 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. 6.25% of the shares underlying the RSU vested on March 15, 2022, 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. 6.25% of the shares underlying the RSU vested on June 15, 2022, 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. 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. The shares subject to the option are fully vested and exercisable by the Reporting Person. Chief Legal Officer and Secretary /s/ Alan Smith, attorney-in-fact of the Reporting Person 2023-06-20