SEC Form 4 · accession 0000899243-17-010139
Okta, Inc. · OKTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Todd McKinnon
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Apr 12, 2017
Accepted (ET)
Apr 12, 2017 · 9:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001660134
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Apr 12, 2017 | J | 5,868,133 | — | D | 0 | I | By Trust |
| Common StockF2 | Apr 12, 2017 | J | 133,388 | — | D | 0 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2 | — | Apr 12, 2017 | J | 5,868,133 | A | — | — | Class A Common Stock | 5,868,133 | 5,868,133 | I |
| Class B Common StockF2 | — | Apr 12, 2017 | J | 133,388 | A | — | — | Class A Common Stock | 133,388 | 133,388 | I |
| Employee Stock Option (Right to Buy)F3 | $1.40 | Apr 12, 2017 | J | 112,500 | D | — | Aug 29, 2023 | Common Stock | 112,500 | 0 | D |
| Employee Stock Option (Right to Buy)F3 | $1.40 | Apr 12, 2017 | J | 112,500 | A | — | Aug 29, 2023 | Class B Common Stock | 112,500 | 112,500 | D |
| Employee Stock Option (Right to Buy)F4 | $7.17 | Apr 12, 2017 | J | 500,000 | D | — | Aug 27, 2025 | Common Stock | 500,000 | 0 | D |
| Employee Stock Option (Right to Buy)F4 | $7.17 | Apr 12, 2017 | J | 500,000 | A | — | Aug 27, 2025 | Class B Common Stock | 500,000 | 500,000 | D |
| Employee Stock Option (Right to Buy)F5 | $8.97 | Apr 12, 2017 | J | 2,000,000 | D | — | Jul 29, 2026 | Common Stock | 2,000,000 | 0 | D |
| Employee Stock Option (Right to Buy)F5 | $8.97 | Apr 12, 2017 | J | 2,000,000 | A | — | Jul 29, 2026 | Class B Common Stock | 2,000,000 | 2,000,000 | D |
Explanation of responses
- F1Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
- F2Each 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.
- F325% 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.
- F4The 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.
- F520% of the shares subject to the option shall vest 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.