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Okta (OKTA) CFO Brett Tighe sells 65,000 shares, retains large equity stake

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Okta, Inc.’s Chief Financial Officer Brett Tighe reported selling a total of 65,000 shares of Class A Common Stock on June 8, 2026 in open-market transactions at weighted average prices between about $116 and $119 per share. Following these sales, he directly holds 156,132 shares of Class A Common Stock. He also has indirect holdings through a trust of 1,250 shares of Class A Common Stock and 69,046 shares of Class B Common Stock, which are convertible into Class A shares. In addition, he holds several blocks of Restricted Stock Units that each represent one future share of Class A Common Stock, with vesting tied to continued employment.

Positive

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Insider Tighe Brett
Role Chief Financial Officer
Sold 65,000 shs ($7.62M)
Type Security Shares Price Value
Sale Class A Common Stock 28,548 $116.6656 $3.33M
Sale Class A Common Stock 34,152 $117.6537 $4.02M
Sale Class A Common Stock 2,300 $118.5244 $273K
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Class B Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 156,132 shares (Direct, null); Restricted Stock Units — 15,494 shares (Direct, null); Class B Common Stock — 69,046 shares (Indirect, By Trust); Class A Common Stock — 1,250 shares (Indirect, By Trust)
Footnotes (1)
  1. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.11 to $117.10 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the U.S. Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.11 to $118.10 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.11 to $119.00 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock. 8.33% 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. 8.33% 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. 8.33% of the shares underlying the RSU shall vest 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. Each 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.
Shares sold 65,000 shares Total Class A Common Stock sold on June 8, 2026
Sale price tranche 1 $118.5244 per share Weighted average price for 2,300 shares sold
Sale price tranche 2 $117.6537 per share Weighted average price for 34,152 shares sold
Sale price tranche 3 $116.6656 per share Weighted average price for 28,548 shares sold
Direct Class A holdings 156,132 shares Class A Common Stock held directly after transactions
Indirect Class B holdings 69,046 shares Class B Common Stock convertible into Class A, held by trust
Largest RSU grant 55,426 RSUs Restricted Stock Units on Class A Common Stock, direct ownership
weighted average price financial
"The reported price in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Restricted Stock Unit ("RSU") financial
"Each Restricted Stock Unit ("RSU") represents the right to receive one share"
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share of Class A"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
convertible financial
"Each share of Class B Common Stock is convertible into one share of Class A"
A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Tighe Brett
(Last)(First)(Middle)
100 FIRST ST, SUITE 600
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Okta, Inc. [ OKTA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock06/08/2026S28,548D$116.6656(1)156,132D
Class A Common Stock06/08/2026S34,152D$117.6537(2)121,980D
Class A Common Stock06/08/2026S2,300D$118.5244(3)119,680D
Class A Common Stock1,250IBy Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(4) (5) (5)Class A Common Stock15,49415,494D
Restricted Stock Units(4) (6) (6)Class A Common Stock28,16028,160D
Restricted Stock Units(4) (7) (7)Class A Common Stock55,42655,426D
Class B Common Stock(8) (8) (8)Class A Common Stock69,04669,046IBy Trust
Explanation of Responses:
1. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.11 to $117.10 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the U.S. Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.11 to $118.10 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.11 to $119.00 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
4. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
5. 8.33% 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.
6. 8.33% 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.
7. 8.33% of the shares underlying the RSU shall vest 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.
8. Each 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.
Remarks:
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person06/10/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Okta (OKTA) CFO Brett Tighe report?

Brett Tighe reported selling 65,000 shares of Okta Class A Common Stock in open-market transactions on June 8, 2026. These sales were executed at weighted average prices between roughly $116 and $119 per share, as detailed in the Form 4 filing’s transaction data.

At what prices did the Okta (OKTA) CFO sell his shares?

The reported prices are weighted averages for multiple trades. The Form 4 shows sales around $116.67, $117.65, and $118.52 per share, with underlying trades occurring in narrow ranges between $116.11 and $119.00 per share, according to the accompanying footnotes.

How many Okta (OKTA) shares does the CFO hold after the reported sale?

After the June 8, 2026 transactions, Brett Tighe directly holds 156,132 shares of Okta Class A Common Stock. He also has indirect holdings through a trust and additional equity exposure through Restricted Stock Units convertible into Class A shares upon vesting.

What indirect Okta (OKTA) holdings does the CFO report via a trust?

The filing shows indirect ownership "By Trust" of 1,250 shares of Class A Common Stock and 69,046 shares of Class B Common Stock. Each Class B share is convertible into one Class A share at the holder’s option and has no expiration date, according to the footnotes.

What Restricted Stock Units does the Okta (OKTA) CFO hold?

Brett Tighe reports three RSU awards covering 55,426, 28,160, and 15,494 underlying shares of Okta Class A Common Stock. Each RSU equals one future share, with portions vesting on June 15 of 2024, 2025, and 2026, then continuing in equal quarterly installments subject to continued employment.

How are the Okta (OKTA) CFO’s RSUs scheduled to vest?

For the three RSU grants, 8.33% of the underlying shares vested or will vest on June 15, 2024, 2025, and 2026, respectively. The remaining shares for each grant vest in 11 equal quarterly installments, conditioned on the CFO’s continuous employment with Okta on each vesting date.