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Okta CEO Todd McKinnon sells 48,822 shares

Okta, Inc. Chief Executive Officer Todd McKinnon sold 48,822 shares of Class A common stock in 10 direct sales on September 22, 2026, under a Rule 10b5-1 trading plan adopted on April 8, 2026.

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Rhea-AI Filing Summary

Okta, Inc. Chief Executive Officer Todd McKinnon sold 48,822 shares of Class A common stock in 10 direct sales on September 22, 2026, under a Rule 10b5-1 trading plan adopted on April 8, 2026. The ten reported weighted-average prices ranged from $189.0428 to $197.7892 per share.

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Insider McKinnon Todd
Role Chief Executive Officer
Sold 48,822 shs ($9.45M)
Type Security Shares Price Value
Sale Class A Common Stock F1, F2 4,793 $189.0428 $906K
Sale Class A Common Stock F1, F3 6,961 $190.0467 $1.32M
Sale Class A Common Stock F1, F4 3,970 $190.8133 $758K
Sale Class A Common Stock F1, F5 5,337 $192.0213 $1.02M
Sale Class A Common Stock F1, F6 4,558 $192.8776 $879K
Sale Class A Common Stock F1, F7 2,101 $194.2389 $408K
Sale Class A Common Stock F1, F8 3,194 $195.4581 $624K
Sale Class A Common Stock F1, F9 9,996 $196.2444 $1.96M
Sale Class A Common Stock F1, F10 6,065 $197.2005 $1.20M
Sale Class A Common Stock F1, F11 1,847 $197.7892 $365K
holding Class B Common Stock F12 -- -- --
holding Class B Common Stock F12 -- -- --
holding Restricted Stock Units F13, F14 -- -- --
holding Restricted Stock Units F13, F15 -- -- --
holding Restricted Stock Units F13, F16 -- -- --
holding Employee Stock Option (Right to Buy) F17 -- -- --
holding Employee Stock Option (Right to Buy) F17 -- -- --
holding Employee Stock Option (Right to Buy) F17 -- -- --
holding Employee Stock Option (Right to Buy) F17 -- -- --
Holdings After Transaction: Class A Common Stock — 0 shares (Direct); Class B Common Stock — 6,512,134 contracts (Indirect, By Trust); Restricted Stock Units — 140,641 contracts (Direct); Employee Stock Option (Right to Buy) — 271,624 contracts (Direct)
Footnotes (17)
  1. F1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 8, 2026.
  2. F2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.43 to $189.423 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.
  3. F3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.4552 to $190.455 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. F4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.4565 to $191.4564 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.
  5. F5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.4686 to $192.4647 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.
  6. F6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.48 to $193.45 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.
  7. F7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.54 to $194.53 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.
  8. F8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.75 to $195.74 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.
  9. F9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.78 to $196.77 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.
  10. F10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.78 to $197.6653 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.
  11. F11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.69 to $198.019 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.
  12. F12. 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.
  13. F13. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
  14. F14. 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.
  15. F15. 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.
  16. F16. 8.33% of the shares underlying the RSU vested 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.
  17. F17. The shares subject to the option are fully vested and exercisable by the Reporting Person.
Class A shares sold 48,822 shares 10 direct sales on September 22, 2026
Sale transactions 10 transactions September 22, 2026
Reported weighted-average sale price $189.0428 per share 4,793 shares sold on September 22, 2026
Reported weighted-average sale price $197.7892 per share 1,847 shares sold on September 22, 2026
Rule 10b5-1 plan adoption date April 8, 2026 Plan covering the reported sales
Rule 10b5-1 trading plan financial
"effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"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 financial
"Each Restricted Stock Unit"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share"
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.

FAQ

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

How many shares did OKTA's CEO sell?

Okta Chief Executive Officer Todd McKinnon reported sales of 48,822 Class A shares on September 22, 2026, across 10 direct transactions.

At what prices did the OKTA CEO's share sales occur?

The 10 reported weighted-average prices ranged from $189.0428 to $197.7892 per share. Each corresponding footnote says the reported price is a weighted average of multiple sales and gives a separate execution-price range for that group.

Were Todd McKinnon's OKTA sales made under a trading plan?

The sales were effected pursuant to a Rule 10b5-1 trading plan Todd McKinnon adopted on April 8, 2026.

What stock options are listed among the OKTA CEO's holdings?

The holdings list employee stock options over 32,251 shares at $82.16, expiring March 24, 2029; 48,372 shares at $142.47, expiring April 14, 2030; and 63,667 and 127,334 shares at $274.96, both expiring April 21, 2031.

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

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Learn about SEC filing dates
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*
McKinnon Todd

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/22/2026
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 Stock09/22/2026S(1)4,793D$189.0428(2)44,029D
Class A Common Stock09/22/2026S(1)6,961D$190.0467(3)37,068D
Class A Common Stock09/22/2026S(1)3,970D$190.8133(4)33,098D
Class A Common Stock09/22/2026S(1)5,337D$192.0213(5)27,761D
Class A Common Stock09/22/2026S(1)4,558D$192.8776(6)23,203D
Class A Common Stock09/22/2026S(1)2,101D$194.2389(7)21,102D
Class A Common Stock09/22/2026S(1)3,194D$195.4581(8)17,908D
Class A Common Stock09/22/2026S(1)9,996D$196.2444(9)7,912D
Class A Common Stock09/22/2026S(1)6,065D$197.2005(10)1,847D
Class A Common Stock09/22/2026S(1)1,847D$197.7892(11)0D
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
Class B Common Stock(12) (12) (12)Class A Common Stock6,383,8876,383,887IBy Trust
Class B Common Stock(12) (12) (12)Class A Common Stock128,247128,247IBy Trust
Restricted Stock Units(13) (14) (14)Class A Common Stock10,07110,071D
Restricted Stock Units(13) (15) (15)Class A Common Stock44,35144,351D
Restricted Stock Units(13) (16) (16)Class A Common Stock86,21986,219D
Employee Stock Option (Right to Buy)$82.16 (17)03/24/2029Class A Common Stock32,25132,251D
Employee Stock Option (Right to Buy)$142.47 (17)04/14/2030Class A Common Stock48,37248,372D
Employee Stock Option (Right to Buy)$274.96 (17)04/21/2031Class A Common Stock63,66763,667D
Employee Stock Option (Right to Buy)$274.96 (17)04/21/2031Class A Common Stock127,334127,334D
Explanation of Responses:
1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 8, 2026.
2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.43 to $189.423 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.
3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.4552 to $190.455 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.4565 to $191.4564 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.
5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.4686 to $192.4647 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.
6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.48 to $193.45 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.
7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.54 to $194.53 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.
8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.75 to $195.74 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.
9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.78 to $196.77 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.
10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.78 to $197.6653 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.
11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.69 to $198.019 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.
12. 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.
13. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
14. 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.
15. 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.
16. 8.33% of the shares underlying the RSU vested 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.
17. The shares subject to the option are fully vested and exercisable by the Reporting Person.
Remarks:
/s/ Nathan Francis, attorney-in-fact of the Reporting Person09/24/2026
** 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)

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