X0306 4 2017-10-11 0 0001660134 Okta, Inc. OKTA 0001700626 McKinnon Todd C/O OKTA, INC. 301 BRANNAN STREET SAN FRANCISCO CA 94107 1 1 0 0 Chief Executive Officer Class A Common Stock 2017-10-11 4 C 0 40158 0.00 A 40158 I By Trust Class A Common Stock 2017-10-11 4 S 0 40158 28.6132 D 0 I By Trust Class A Common Stock 2017-10-12 4 C 0 9387 0.00 A 9387 I By Trust Class A Common Stock 2017-10-12 4 S 0 9387 28.5161 D 0 I By Trust Class B Common Stock 2017-10-11 4 C 0 40158 0.00 D Class A Common Stock 40158 5830689 I By Trust Class B Common Stock 2017-10-12 4 C 0 9387 0.00 D Class A Common Stock 9387 5821302 I By Trust Class B Common Stock Class A Common Stock 130674 130674 I By Trust Employee Stock Option (Right to Buy) 1.40 2023-08-29 Class B Common Stock 112500 112500 D Employee Stock Option (Right to Buy) 7.17 2025-08-27 Class B Common Stock 500000 500000 D Employee Stock Option (Right to Buy) 8.97 2026-07-29 Class B Common Stock 2000000 2000000 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 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.34 to $28.80 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 $28.30 to $28.63 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. 25% of the shares subject to the option vested on August 1, 2014, 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. The shares subject to the option shall vest in 48 equal monthly installments commencing 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. 20% of the shares subject to the option vested on July 29, 2017, 20% of the shares subject to the option shall vest 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. /s/ Larissa Schwartz, attorney-in-fact of the Reporting Person 2017-10-13