SEC Form 4 · accession 0001209191-17-058958

Okta, Inc. · OKTA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Jonathan T Runyan

Officer — General Counsel and Secretary

Period of report

Oct 31, 2017

Accepted (ET)

Nov 2, 2017 · 6:03 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
Class A Common Stock	Oct 31, 2017	C	19,366	$0.00	A	19,366	D
Class A Common Stock	Oct 31, 2017	S	11,270	$29.00	D	8,066	D
Class A Common Stock	Oct 31, 2017	S	8,066	$29.00	D	0	D
Class A Common Stock	Nov 1, 2017	C	45,060	$0.00	A	45,060	D
Class A Common Stock	Nov 1, 2017	S	1,042	$29.00	D	44,018	D
Class A Common Stock	Nov 1, 2017	S	2,084	$29.00	D	41,934	D
Class A Common Stock	Nov 1, 2017	S	41,934	$29.00	D	0	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (Right to Buy)^F3	$8.62	Oct 31, 2017	M	11,270	D	—	Feb 24, 2026	Class B Common Stock	11,270	69,934	D
Class B Common Stock^F1	—	Oct 31, 2017	M	11,270	A	—	—	Class A Common Stock	11,270	11,270	D
Employee Stock Option (Right to Buy)^F4	$8.97	Oct 31, 2017	M	8,066	D	—	Jul 29, 2026	Class B Common Stock	8,066	241,934	D
Class B Common Stock^F1	—	Oct 31, 2017	M	8,066	A	—	—	Class A Common Stock	19,336	19,336	D
Class B Common Stock^F1	—	Oct 31, 2017	C	19,336	D	—	—	Class A Common Stock	19,336	0	D
Employee Stock Option (Right to Buy)^F5	$7.17	Nov 1, 2017	M	1,042	D	—	Aug 27, 2025	Class B Common Stock	1,042	21,875	D
Class B Common Stock^F1	—	Nov 1, 2017	M	1,042	A	—	—	Class A Common Stock	1,042	1,042	D
Employee Stock Option (Right to Buy)^F3	$8.62	Nov 1, 2017	M	2,084	D	—	Feb 24, 2026	Class B Common Stock	2,084	67,850	D
Class B Common Stock^F1	—	Nov 1, 2017	M	2,084	A	—	—	Class A Common Stock	3,126	3,126	D
Employee Stock Option (Right to Buy)^F4	$8.97	Nov 1, 2017	M	41,934	D	—	Jul 29, 2026	Class B Common Stock	41,934	200,000	D
Class B Common Stock^F1	—	Nov 1, 2017	M	41,934	A	—	—	Class A Common Stock	45,060	45,060	D
Class B Common Stock^F1	—	Nov 1, 2017	C	45,060	D	—	—	Class A Common Stock	45,060	0	D
Employee Stock Option (Right to Buy)^F6	$3.11	holding	—	—	—	—	Jan 21, 2025	Class B Common Stock	172,814	172,814	D

Explanation of responses

F1Each 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.
F2This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
F3The shares subject to the option shall vest in 48 equal monthly installments beginning on February 1, 2016, subject to the Reporting Person's continued employment with the Issuer through each vesting date. The option is early exercisable by the Reporting Person.
F420% 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 continued employment with the Issuer through each vesting date. The option is early exercisable by the Reporting Person.
F5The shares subject to the option shall vest in 48 equal monthly installments beginning 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.
F625% of the shares subject to the option vested on January 20, 2016 and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued employment with the Issuer through each vesting date. The option is early exercisable by the Reporting Person.