[Form 4] Okta, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Okta Director Benjamin A. Horowitz reported changes in beneficial ownership on June 20, 2025. The transaction involved the vesting of 2,832 Restricted Stock Units (RSUs) which were converted into an equivalent number of Class A Common Stock shares at $0 exercise price.

Following the transaction, Horowitz directly owns 5,650 shares of Class A Common Stock. Additionally, he holds 560,873 shares indirectly through a family trust where he serves as trustee.

Key Transaction Details:

• Transaction Type: RSU conversion (Code M)
• Shares Acquired: 2,832 at $0 per share
• RSUs vested in full on the transaction date
• Filing was completed by attorney-in-fact Larissa Schwartz on June 24, 2025

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

X

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^*

HOROWITZ BENJAMIN A

(Last) (First) (Middle)

100 FIRST ST, SUITE 600

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Class A Common Stock	06/20/2025		M		2,832	A	$0	5,650	D
Class A Common Stock								560,873	I	By Trust(1)

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	(2)	06/20/2025		M			2,832	(3)	(3)	Class A Common Stock	2,832	$0	0	D

Explanation of Responses:

1. The reported securities are held directly by a family trust for which the Reporting Person is a trustee.

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

3. The RSUs vested in full on June 20, 2025.

Remarks:

	/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person	06/24/2025
	** 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.

FAQ

How many OKTA shares did Director Benjamin Horowitz acquire on June 20, 2025?

Director Benjamin Horowitz acquired 2,832 shares of OKTA Class A Common Stock on June 20, 2025 through the vesting of Restricted Stock Units (RSUs).

What is the total amount of OKTA shares Benjamin Horowitz owns directly after the June 2025 transaction?

Following the reported transaction, Benjamin Horowitz directly owns 5,650 shares of OKTA Class A Common Stock.

How many OKTA shares does Benjamin Horowitz own indirectly through trust ownership?

Benjamin Horowitz indirectly owns 560,873 shares of OKTA Class A Common Stock through a family trust for which he serves as a trustee.

What was the exercise price of OKTA RSUs that vested for Benjamin Horowitz?

The Restricted Stock Units (RSUs) were converted to shares at $0, as RSUs represent the right to receive one share of OKTA's Class A Common Stock upon vesting without any exercise price.

When did Benjamin Horowitz's OKTA RSUs vest in 2025?

Benjamin Horowitz's 2,832 Restricted Stock Units (RSUs) vested in full on June 20, 2025.