Okta awards director Helen Riley 2,907 RSUs

Okta director Helen Riley was granted 2,907 RSUs that vest from 2027 onward, subject to continued service.

Available on EDGAR 09/22/2026 - 04:59 PM EDT Accepted by SEC EDGAR 09/22/2026 - 04:58 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Okta, Inc. (symbol: OKTA) is the issuer of record for a Form 4 filing submitted to the SEC. Riley Helen reported acquisition or exercise transactions in this Form 4 filing.

Okta, Inc. (OKTA) reported that director Helen Riley received a grant of 2,907 Restricted Stock Units (RSUs), each representing one share of Okta Class A common stock. 33⅓% of the underlying shares vest on September 18, 2027, with the remaining shares vesting in two equal annual installments, subject to her continued service.

Insider Trade Summary

Grant/Award: 2,907 shares

Grant/Award 1 txn

Insider Riley Helen

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units F1, F2	2,907	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 2,907 units (Direct)

Holdings Before and After: Restricted Stock Units, 0 to 2,907 units (Direct)

Footnotes (2)

1. F1. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
2. F2. 33 1/3% of the shares underlying the RSU shall vest on September 18, 2027, and the remaining shares underlying the RSU shall vest in 2 equal annual installments thereafter, subject to the Reporting Person's continued service with the Issuer on each such date.

Key Figures

RSUs granted: 2,907 units Underlying Class A shares: 2,907 shares Initial vesting tranche: 33.33% of 2,907 RSUs +1 more

4 metrics

RSUs granted 2,907 units Restricted Stock Units awarded to director Helen Riley on September 18, 2026

Underlying Class A shares 2,907 shares Each RSU represents the right to receive one share of Class A common stock

Initial vesting tranche 33.33% of 2,907 RSUs Vests on September 18, 2027, subject to continued service

Remaining vesting schedule 2 equal annual installments Covers the remaining RSUs after the September 18, 2027 vesting date

Key Terms

Restricted Stock Units, Class A Common Stock, vesting, continued service

4 terms

Restricted Stock Units financial

"Each Restricted Stock Unit ("RSU") represents the right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Class A Common Stock financial

"represents the right to receive one share of the Issuer's Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

vesting financial

"33 1/3% of the shares underlying the RSU shall vest on September 18, 2027"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

continued service financial

"thereafter, subject to the Reporting Person's continued service with the Issuer"

FAQ

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

What insider transaction did OKTA disclose for director Helen Riley?

Okta disclosed that director Helen Riley received a grant of 2,907 RSUs, each representing one share of Okta Class A common stock. All 2,907 RSUs were reported as directly owned following the grant.

When do Helen Riley’s 2,907 OKTA RSUs vest?

33⅓% of the shares underlying Helen Riley’s RSUs vest on September 18, 2027. The remaining shares vest in two equal annual installments after that date, subject to her continued service with Okta on each vesting date.

How many OKTA shares can Helen Riley receive from this RSU grant?

The grant covers 2,907 Restricted Stock Units. Each RSU represents the right to receive one share of Okta’s Class A common stock, so the grant corresponds to up to 2,907 Class A shares, subject to vesting conditions.

Is Helen Riley’s OKTA RSU grant part of a Rule 10b5-1 plan?

No. The filing indicates the Rule 10b5-1 checkbox is not affirmed, and there is no footnote stating that the RSU grant was made pursuant to a Rule 10b5-1 trading plan.

What ownership type is reported for Helen Riley’s OKTA RSUs?

The filing reports the 2,907 RSUs as held with direct ownership by Helen Riley. After the grant, her directly owned derivative holdings from this award total 2,907 RSUs.

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

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SEC Form 4

FORM 4

UNITED 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).

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^*

Riley Helen

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	09/18/2026		A		2,907		(2)	(2)	Class A Common Stock	2,907	$0	2,907	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.

2. 33 1/3% of the shares underlying the RSU shall vest on September 18, 2027, and the remaining shares underlying the RSU shall vest in 2 equal annual installments thereafter, subject to the Reporting Person's continued service with the Issuer on each such date.

	/s/ Nathan Francis, attorney-in-fact of the Reporting Person	09/22/2026
	** Signature of Reporting Person	Date
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)