Current Report Filing (8-k)
July 02 2018 - 5:20PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 28, 2018
Okta, Inc.
(Exact name
of registrant as specified in its charter)
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Delaware
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001-38044
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26-4175727
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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301 Brannan Street
San Francisco, California 94107
(Address of principal executive offices) (Zip Code)
(888)
722-7871
(Registrants telephone number, including area code)
Not applicable
(Former
name or former address, if changed since last report)
Check the appropriate box below
if the
Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to
Rule 14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to
Rule 14d-2(b) under
the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to
Rule 13e-4(c) under
the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or
Rule 12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this
chapter).
Emerging growth company ☒
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☒
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 28, 2018, Okta, Inc. (the
Company
) held its 2018 Annual Meeting of Stockholders (the
Meeting
). The
Companys stockholders voted on two proposals at the Meeting, each of which is described in more detail in the Companys definitive proxy statement filed with the Securities and Exchange Commission on May 9, 2018. Holders of the
Companys Class A Common Stock were entitled to one vote for each share held as of the close of business on May 2, 2018 (the
Record Date
), and holders of the Companys Class B Common Stock were entitled to
ten votes for each share held as of the close of business on the Record Date. The Class A Common Stock and Class B Common Stock (the
Common Stock
) voted as a single class on all matters. Present at the Meeting in person
or by proxy were holders of 95,604,341 shares of Class A and Class B Common Stock, together representing a total of 253,437,018 votes, or a majority of the voting power of all issued and outstanding shares of the Companys Common
Stock as of the Record Date, and constituting a quorum under the Companys Bylaws. The final results with respect to each such proposal are set forth below:
Proposal 1 Election of Directors.
The
stockholders elected each of the three persons named below as Class I directors to serve until the 2021 annual meeting of stockholders or until their successors are duly elected and qualified. The results of such vote were:
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Votes For
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Votes Withheld
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Broker Non-Votes
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Todd McKinnon
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214,205,382
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10,520,678
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28,710,958
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Michael Kourey
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213,410,803
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11,315,257
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28,710,958
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Michael Stankey
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213,411,128
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11,314,932
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28,710,958
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Proposal 2 Ratification of Appointment of Independent Registered Public Accounting Firm.
The stockholders ratified the appointment of Ernst & Young LLP as the Companys independent registered public accounting firm for the fiscal year
ending January 31, 2019. The results of such vote were:
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For
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Against
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Abstain
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252,837,592
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279,407
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320,019
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized on this 2nd day of July 2018.
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OKTA, INC.
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By:
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/s/ Jonathan T. Runyan
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Name:
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Jonathan T. Runyan
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Title:
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General Counsel
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