Every 8-K that Okta, Inc. (OKTA) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow OKTA and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full OKTA filings page.
Okta, Inc. (OKTA) reported solid results for the second quarter of fiscal 2027, driven by double‑digit growth and strong profitability. Total revenue was $805 million, up 11% year-over-year, with subscription revenue of $793 million, up 12%. Remaining performance obligations reached $4.858 billion, up 17%, and current RPO was $2.585 billion, up 14%, highlighting a healthy backlog.
GAAP operating income improved to $107 million (13% margin) from $41 million (6% margin) a year earlier. GAAP net income was $116 million versus $67 million, with diluted EPS of $0.65. On a non-GAAP basis, operating income was $226 million (28% margin) and net income was $194 million, or $1.05 per diluted share, up from $0.91.
Cash generation was strong: operating cash flow was $234 million (29% margin) and free cash flow was $227 million (28% margin), both up meaningfully year-over-year. Cash, cash equivalents and short-term investments totaled $2.299 billion at July 31, 2026, after settling the remaining $350 million principal on the 2026 convertible notes in cash. For fiscal 2027, Okta guides to revenue of $3.216–$3.226 billion (10–11% growth) and non-GAAP operating income of $830–$840 million with a 26% non-GAAP operating margin.
Okta, Inc. reported results from its 2026 annual stockholder meeting and an approved change to its equity plan. Stockholders approved an amendment to the 2017 Equity Incentive Plan that removes the plan’s termination date, eliminates the automatic annual “evergreen” share increase, and removes liberal share recycling for options and stock appreciation rights. Two Class III directors, Anthony Bates and David Schellhase, were re-elected to serve until the 2029 annual meeting.
Stockholders also ratified Ernst & Young LLP as independent auditor for the fiscal year ending January 31, 2027, and approved, on an advisory basis, the compensation of named executive officers. The equity plan amendment itself received 144,073,135 votes for, 59,915,901 against, and 124,413 abstentions, with 20,320,883 broker non-votes.
Okta, Inc. reported first quarter fiscal 2027 results with total revenue of $765 million and subscription revenue of $750 million, both up 11% year-over-year. Remaining performance obligations reached $4.719 billion, up 16%, while current RPO was $2.499 billion, up 12%.
GAAP operating income was $56 million (7% margin) and GAAP net income was $74 million, or $0.42 per diluted share. On a non-GAAP basis, operating income was $191 million (25% margin) and diluted net income per share was $0.91.
Okta generated operating cash flow of $277 million and free cash flow of $271 million, both at a 35% margin, and held $2.589 billion in cash, cash equivalents and short-term investments. For fiscal 2027, Okta guides revenue to $3.185–$3.205 billion (9–10% growth), non-GAAP operating margin of 25–26%, and free cash flow margin of 27–28%, reflecting headwinds from shifting professional services to partners and lower interest income tied to stock repurchases and cash settlement of 2026 notes.
Okta, Inc. reported an upcoming leadership change in its legal function. The company announced that Chief Legal Officer and Corporate Secretary Larissa Schwartz intends to leave her role effective July 31, 2026, after which she will continue as a senior advisor through January 31, 2027.
Under a transition and separation agreement dated April 21, 2026, Ms. Schwartz will remain in her current position until July 31, 2026 at her existing base salary, then serve as senior advisor at a base salary of $21,483 per month. She will continue to be eligible for benefits and equity vesting during this period and may receive a lump-sum severance equal to nine months of her current base salary, subject to a release of claims.
Okta, Inc. reported that board member Jeff Epstein has decided to resign from its Board of Directors, effective at the company’s 2026 annual meeting of stockholders currently planned for June 18, 2026. The company states that his departure is not due to any disagreement with Okta.
The Board thanked Mr. Epstein for his service and contributions. The filing is signed on behalf of Okta by Chief Legal Officer Larissa Schwartz.
Okta, Inc. reported a board change with the resignation of director Michael Stankey, effective after he informed the company on March 5, 2026. The company states that his departure is not due to any disagreement with Okta. The board publicly thanked him for his service and contributions.
Okta reported a strong finish to fiscal 2026, combining double‑digit growth with solid profitability and cash generation. Fourth-quarter revenue reached $761 million, up 11% year-over-year, with subscription revenue of $747 million. GAAP operating income rose to $46 million and GAAP net income to $63 million, while non-GAAP operating income was $202 million and non-GAAP diluted EPS was $0.90.
For fiscal 2026, revenue grew 12% to $2.919 billion and subscription revenue was $2.855 billion. Okta delivered GAAP operating income of $149 million, reversing a prior-year loss, and GAAP net income of $235 million. Non-GAAP operating income was $766 million with a 26% margin, non-GAAP diluted EPS was $3.50, and free cash flow was $863 million, a 30% margin.
Looking ahead, Okta guides fiscal 2027 revenue to $3.170 billion–$3.190 billion, about 9% growth, with non-GAAP operating income of $795 million–$815 million and free cash flow of $850 million–$880 million. For Q1 fiscal 2027, it expects $749 million–$753 million of revenue, non-GAAP operating income of $176 million–$180 million, and free cash flow of $250 million–$260 million. Okta is also lowering its long-term non-GAAP tax rate assumption to 21% starting February 1, 2026.
Okta, Inc. disclosed that several current and former officers and directors are defendants in multiple stockholder derivative lawsuits collectively called the "Derivative Actions." The board also received related stockholder litigation demands. On June 26, 2025, the parties entered into a Stipulation and Agreement of Settlement to resolve the Derivative Matters. The proposed settlement was filed July 1, 2025, and on August 18, 2025, the U.S. District Court for the Northern District of California gave preliminary approval and scheduled a final approval hearing for October 24, 2025, at 10:00 a.m. PST by videoconference. Exhibits include the Stipulation and a Notice of Pendency and Proposed Settlement.
Okta, Inc. (NASDAQ: OKTA) filed a Form 8-K covering two governance items: a director resignation and the final voting results of its 2025 Annual Meeting.
Director change: Benjamin Horowitz notified the company on 20 Jun 2025 that he will resign from the Board effective 24 Jun 2025. The departure is not due to any disagreement. The Board size will be reduced from nine to eight seats.
Annual Meeting results (24 Jun 2025):
- Proposal 1 – Director elections: Jeff Epstein (145.2 m “For”, 59.4 m “Withheld”) and J. Frederic Kerrest (200.1 m “For”, 4.5 m “Withheld”) were re-elected as Class II directors until 2028. There were 19.5 m broker non-votes on each nominee.
- Proposal 2 – Auditor ratification: Ernst & Young LLP was ratified as independent registered public accounting firm for FY 2026 with 221.2 m “For” votes (98.8 %).
- Proposal 3 – Say-on-Pay: Executive compensation received 193.5 m “For” votes versus 10.2 m “Against” (90.4 % support).
- Proposal 4 – Say-on-Pay frequency: Stockholders strongly favored an annual advisory vote (202.2 m votes), far surpassing two-year (27 k) and three-year (1.9 m) options. The next frequency vote will be held no later than the 2031 Annual Meeting.
A quorum of 153.0 m shares (224.1 m votes) was present. All proposals passed by wide margins, signaling broad shareholder support for current governance practices. Other than the routine resignation, no operational or financial metrics were disclosed.