SEC Form 4 · accession 0002053652-26-000006
Okta, Inc. · OKTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eric Robert Kelleher
Officer — See Remarks
Period of report
Jun 15, 2026
Accepted (ET)
Jun 17, 2026 · 6:11 pm EDT
Rule 10b5-1 plan
box not checked
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 | Jun 15, 2026 | M | 4,842 | $0.00 | A | 20,312 | D | |
| Class A Common Stock | Jun 15, 2026 | F | 2,464 | $0.00 | D | 17,848 | D | |
| Class A Common Stock | Jun 15, 2026 | M | 5,280 | $0.00 | A | 23,128 | D | |
| Class A Common Stock | Jun 15, 2026 | F | 2,687 | $0.00 | D | 20,441 | D | |
| Class A Common Stock | Jun 15, 2026 | M | 6,158 | $0.00 | A | 26,599 | D | |
| Class A Common Stock | Jun 15, 2026 | F | 3,134 | $0.00 | D | 23,465 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Jun 15, 2026 | M | 4,842 | D | — | — | Class A Common Stock | 4,842 | 14,525 | D |
| Restricted Stock UnitsF1,F3 | — | Jun 15, 2026 | M | 5,280 | D | — | — | Class A Common Stock | 5,280 | 36,959 | D |
| Restricted Stock UnitsF1,F4 | — | Jun 15, 2026 | M | 6,158 | D | — | — | Class A Common Stock | 6,158 | 67,743 | D |
| Employee Stock Option (Right to Buy)F5 | $211.86 | holding | — | — | — | — | Sep 21, 2030 | Class A Common Stock | 2,955 | 2,955 | D |
| Employee Stock Option (Right to Buy)F5 | $274.96 | holding | — | — | — | — | Apr 21, 2031 | Class A Common Stock | 6,792 | 6,792 | D |
| Employee Stock Option (Right to Buy)F5 | $255.38 | holding | — | — | — | — | Sep 22, 2031 | Class A Common Stock | 12,587 | 12,587 | D |
Explanation of responses
- F1Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
- F28.33% of the shares underlying the RSU vested on June 15, 2024, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
- F38.33% of the shares underlying the RSU vested on June 15, 2025, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
- F48.33% of the shares underlying the RSU vested on June 15, 2026, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
- F5The shares subject to the option are fully vested and exercisable by the Reporting Person.
Remarks
President and Chief Operating Officer