SEC Form 4 · accession 0001209191-18-005247
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
Jan 22, 2018
Accepted (ET)
Jan 24, 2018 · 7:02 pm EST
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 |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Jan 22, 2018 | C | 9,375 | $0.00 | A | 9,375 | D | |
| Class A Common StockF3 | Jan 22, 2018 | S | 9,275 | $30.0147 | D | 100 | D | |
| Class A Common Stock | Jan 22, 2018 | S | 100 | $30.32 | D | 0 | D | |
| Class A Common Stock | holding | — | — | — | 45,038 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F4 | $3.11 | Jan 22, 2018 | M | 9,375 | D | — | Jan 21, 2025 | Class B Common Stock | 9,375 | 112,501 | D |
| Class B Common StockF1 | — | Jan 22, 2018 | M | 9,375 | A | — | — | Class A Common Stock | 9,375 | 9,375 | D |
| Class B Common StockF1 | — | Jan 22, 2018 | C | 9,375 | D | — | — | Class A Common Stock | 9,375 | 0 | D |
| Employee Stock Option (Right to Buy)F5 | $7.17 | holding | — | — | — | — | Aug 27, 2025 | Class B Common Stock | 19,792 | 19,792 | D |
| Employee Stock Option (Right to Buy)F6 | $8.62 | holding | — | — | — | — | Feb 24, 2026 | Class B Common Stock | 52,084 | 52,084 | D |
| Employee Stock Option (Right to Buy)F7 | $8.97 | holding | — | — | — | — | Jul 29, 2026 | Class B Common Stock | 200,000 | 200,000 | 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 reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.32 to $30.27 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.
- F425% 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.
- 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.
- F6The 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.
- F720% 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.