Okta CEO plans $9.3M sale of 48,822 shares

Form 144 reports Okta CEO Todd McKinnon’s planned sale of 48,822 Class A shares, following a prior 68,936-share sale in July 2026.

Rhea-AI Filing Summary

Okta, Inc. (OKTA) received a notice on Form 144 that CEO and director Todd McKinnon, through J.P. Morgan Securities LLC as agent, intends to sell up to 48,822 shares of Class A common stock. The planned sale has an approximate aggregate market value of $9,341,113.26, based on the filing data.

The shares relate to equity compensation awards, including performance stock units vesting on March 15, 2026 and restricted stock units vesting on September 15, 2026. The filing also notes a prior sale of 68,936 shares for about $10,107,673.51 on July 8, 2026.

Key Figures

Planned shares to be sold: 48,822 shares Planned aggregate market value: $9,341,113.26 Shares sold in prior 3 months: 68,936 shares +4 more

7 metrics

Planned shares to be sold 48,822 shares Class A common stock covered by the Form 144 notice

Planned aggregate market value $9,341,113.26 Approximate value of the 48,822 shares in the notice

Shares sold in prior 3 months 68,936 shares Sale on July 8, 2026 disclosed in the past 3 months section

Proceeds from prior sale $10,107,673.51 Total for the 68,936 shares sold on July 8, 2026

Shares from PSU vesting 38,484 shares PSU vesting on March 15, 2026 acquired from issuer as compensation

Shares from RSU vesting 10,338 shares RSU vesting on September 15, 2026 acquired from issuer as compensation

Shares outstanding 167,139,757 shares Okta Class A common stock referenced in the Form 144

Key Terms

Rule 144, PSU Vesting, RSU Vesting, attorney-in-fact

4 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

PSU Vesting financial

"Class A Common Stock | 03/15/2026 | PSU Vesting | Issuer"

RSU Vesting financial

"Class A Common Stock | 09/15/2026 | RSU Vesting | Issuer"

RSU vesting is the process by which restricted stock units — a promise by a company to give shares to an employee — become actual, owned shares over time or when certain goals are met. Investors care because vested shares can dilute existing ownership when issued, and the timing of vesting affects when employees can sell shares, which can influence share supply, insider selling patterns, and company incentives.

attorney-in-fact regulatory

"J.P. Morgan Securities LLC as agent and attorney-in-fact for Todd McKinnon"

An attorney-in-fact is the person or entity given legal authority through a power of attorney to act on behalf of another for specific tasks, such as signing documents, voting shares, or handling transactions. For investors, this matters because it lets a trusted representative make timely decisions or complete paperwork when the owner cannot, much like handing keys to someone to run errands on your behalf—so checks on scope and limits of that authority are important.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 144 filing disclose about Okta (OKTA) CEO Todd McKinnon?

It discloses that Todd McKinnon, Okta’s CEO and director, plans to sell up to 48,822 shares of Okta Class A common stock through J.P. Morgan Securities LLC as his agent and attorney-in-fact under Rule 144.

How many Okta (OKTA) shares are planned to be sold and what is their value?

The notice covers a planned sale of up to 48,822 shares of Okta Class A common stock, with an indicated aggregate market value of approximately $9,341,113.26 based on the figures in the filing.

What Okta (OKTA) equity awards are linked to the shares in this Form 144?

The filing lists 38,484 shares from PSU vesting on March 15, 2026 and 10,338 shares from RSU vesting on September 15, 2026, both described as acquired from the issuer as compensation.

What prior Okta (OKTA) stock sales by Todd McKinnon are disclosed?

The filing reports that on July 8, 2026, 68,936 shares of Okta Class A common stock were sold for total proceeds of about $10,107,673.51 during the preceding three months.

Who is handling the planned Okta (OKTA) share sale under this Form 144?

The planned sale will be handled by J.P. Morgan Securities LLC, listed as agent and attorney-in-fact for Todd McKinnon, with the Class A common stock indicated for trading on Nasdaq.

How many Okta (OKTA) shares were outstanding as referenced in the Form 144?

The Form 144 references 167,139,757 shares of Okta Class A common stock outstanding in connection with the planned sale details.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/22/2026 - 06:56 PM Accepted by SEC EDGAR 09/22/2026 - 06:56 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001700626
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Okta, Inc.
SEC File Number	001-38044
Address of Issuer	100 First Street, Suite 600 San Francisco CALIFORNIA 94105
Phone	888-722-7871
Name of Person for Whose Account the Securities are To Be Sold	Todd McKinnon
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Director
Relationship to Issuer	CEO

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	J.P. Morgan Securities LLC 270 Park Avenue, 10th Floor New York NY 10017	48822	9341113.26	167139757	09/22/2026	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	03/15/2026	PSU Vesting	Issuer			38484	03/15/2026	Compensation
Class A Common Stock	09/15/2026	RSU Vesting	Issuer			10338	09/15/2026	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Todd McKinnon Care of Okta, Inc 100 First Street, Suite 600 San Francisco CA 94105	Class A Common Stock	07/08/2026	68936	10107673.51

144: Remarks and Signature

Remarks
Date of Notice	09/22/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	04/08/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ J.P. Morgan Securities LLC as agent and attorney-in-fact for Todd McKinnon
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)