SEC Form 4 · accession 0001209191-18-064197
Okta, Inc. · OKTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Todd McKinnon
Officer — Chief Executive Officer · Director
Period of report
Dec 24, 2018
Accepted (ET)
Dec 27, 2018 · 4:59 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 | Dec 24, 2018 | C | 3,500 | $0.00 | A | 3,500 | I | By Trust |
| Class A Common Stock | Dec 27, 2018 | G | 3,500 | $0.00 | 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 StockF1 | — | Dec 24, 2018 | C | 3,500 | D | — | — | Class A Common Stock | 3,500 | 5,183,906 | I |
| Class B Common StockF1 | — | holding | — | — | — | — | — | Class A Common Stock | 129,115 | 129,115 | I |
| Employee Stock Option (Right to Buy)F3 | $1.40 | holding | — | — | — | — | Aug 29, 2023 | Class B Common Stock | 112,500 | 112,500 | D |
| Employee Stock Option (Right to Buy)F4 | $7.17 | holding | — | — | — | — | Aug 27, 2025 | Class B Common Stock | 500,000 | 500,000 | D |
| Employee Stock Option (Right to Buy)F5 | $8.97 | holding | — | — | — | — | Jul 29, 2026 | Class B Common Stock | 2,000,000 | 2,000,000 | D |
| Employee Stock Option (Right to Buy)F6 | $39.21 | holding | — | — | — | — | Mar 21, 2028 | Class A Common Stock | 130,500 | 130,500 | D |
| Restricted Stock UnitsF7,F8 | — | holding | — | — | — | — | — | Class A Common Stock | 56,500 | 56,500 | 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.
- F2The transaction reported involved a gift by the Reporting Person of 3,500 shares of Class A Common Stock to the McKinnon-Stachon Family Charitable Trust, a donor advised fund.
- F3The shares subject to the option are fully vested and 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 vested on July 29, 2017, 20% of the shares subject to the option vested 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.
- F625% of the shares subject to the option shall vest 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.
- F7Each Restricted Stock Unit ("RSU") represents the right to receive one share of Class A Common Stock.
- F825% of the shares underlying the RSU shall vest 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.