SEC Form 4 · accession 0001209191-19-019192
Okta, Inc. · OKTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles Race
Officer — See Remarks
Period of report
Mar 11, 2019
Accepted (ET)
Mar 13, 2019 · 5:01 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 |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Mar 11, 2019 | C | 30,000 | $0.00 | A | 32,536 | D | |
| Class A Common StockF3 | Mar 11, 2019 | S | 4,986 | $78.7449 | D | 27,550 | D | |
| Class A Common StockF4 | Mar 11, 2019 | S | 13,235 | $80.84 | D | 14,315 | D | |
| Class A Common StockF5 | Mar 11, 2019 | S | 11,779 | $80.1244 | D | 2,536 | 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)F6 | $8.97 | Mar 11, 2019 | M | 30,000 | D | — | Oct 23, 2026 | Class B Common Stock | 30,000 | 1,140,000 | D |
| Class B Common StockF1 | — | Mar 11, 2019 | M | 30,000 | A | — | — | Class A Common Stock | 30,000 | 30,000 | D |
| Class B Common StockF1 | — | Mar 11, 2019 | C | 30,000 | D | — | — | Class A Common Stock | 30,000 | 0 | D |
| Employee Stock Option (Right to Buy)F7 | $39.21 | holding | — | — | — | — | Mar 21, 2028 | Class A Common Stock | 58,500 | 58,500 | D |
| Restricted Stock UnitsF8,F9 | — | holding | — | — | — | — | — | Class A Common Stock | 25,300 | 25,300 | 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 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.50 to $79.48 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.
- F4The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.50 to $80.49 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.
- F5The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.565 to $80.92 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.
- F625% of the shares subject to the option vested on October 20, 2017 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 through each vesting date. The option is early exercisable by the Reporting Person.
- F725% 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.
- F8Each Restricted Stock Unit ("RSU") represents the right to receive one share of Class A Common Stock.
- F925% 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.
Remarks
President, Worldwide Field Operations