1. Name
and Address of Reporting Person * McKinnon Todd |
2. Issuer Name and Ticker or Trading
Symbol Okta, Inc. [ OKTA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chief Executive Officer |
(Last)
(First)
(Middle)
C/O OKTA, INC., 100 FIRST ST, SUITE 600 |
3. Date of Earliest Transaction (MM/DD/YYYY)
10/20/2021
|
(Street)
SAN FRANCISCO, CA 94105
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Explanation of
Responses: |
(1) |
This transaction was
effected pursuant to a Rule 10b5-1 trading plan previously adopted
by the Reporting Person. |
(2) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $254.70 to $255.69 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. |
(3) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $255.73 to $256.72 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. |
(4) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $256.80 to $257.79 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. |
(5) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $257.9325 to $258.72 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. |
(6) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $258.94 to $259.84 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. |
(7) |
The reported price in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $259.98 to $260.94 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. |
(8) |
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. |
(9) |
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. |
(10) |
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. |
(11) |
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. |
(12) |
The shares subject to the
option are fully vested and exercisable by the Reporting
Person. |
(13) |
25% of the shares subject to
the option shall vest on February 1, 2022, 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. |
(14) |
Each Restricted Stock Unit
("RSU") represents the right to receive one share of the Issuer's
Class A Common Stock. |
(15) |
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. |
(16) |
25% of the shares underlying
the RSU vested 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. |
(17) |
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. |
(18) |
25% of the shares underlying
the RSU shall vest on March 15, 2022, 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. |