Okta COO converts 16,279 RSUs into shares
Okta’s President and COO had RSUs vest into Class A shares, with part of the stock withheld for taxes, while retaining sizeable vested option positions.
Rhea-AI Filing Summary
Okta, Inc. reported that President and Chief Operating Officer Eric Robert Kelleher settled previously granted Restricted Stock Units (RSUs) into Class A Common Stock on September 15, 2026. Three RSU grants covering a total of 16,279 shares of Class A Common Stock vested and were converted into shares, with a portion withheld.
On the same date, a total of 8,285 shares of Class A Common Stock were delivered or withheld for payment of exercise price or tax liability, leaving the net effect of these transactions neutral in the filing’s buy/sell summary. No Rule 10b5‑1 trading plan is reported. Kelleher continues to hold employee stock options fully vested and exercisable for 2,955, 6,792, and 12,587 underlying shares at exercise prices of $211.86, $274.96, and $255.38, respectively, expiring between 2030 and 2031.
Positive
- None.
Negative
- None.
Insider Trade Summary
16,279 shares exercised/converted
Exercise
12 txns
Insider
Kelleher Eric Robert
Role
See Remarks
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units F1, F2 | 4,841 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F1, F3 | 5,280 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F1, F4 | 6,158 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 4,841 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Class A Common Stock | 2,464 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 5,280 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Class A Common Stock | 2,687 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 6,158 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Class A Common Stock | 3,134 | $0.00 | $0.00 |
| holding | Employee Stock Option (Right to Buy) F5 | -- | -- | -- |
| holding | Employee Stock Option (Right to Buy) F5 | -- | -- | -- |
| holding | Employee Stock Option (Right to Buy) F5 | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 102,948 contracts (Direct);
Class A Common Stock — 25,063 shares (Direct);
Employee Stock Option (Right to Buy) — 22,334 contracts (Direct)
Footnotes (5)
- F1. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
- F2. 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.
- F3. 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.
- F4. 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.
- F5. The shares subject to the option are fully vested and exercisable by the Reporting Person.
Key Figures
RSU shares converted: 16,279 shares
Shares delivered/withheld for exercise price or tax liability: 8,285 shares
Option position at $211.86: 2,955 underlying shares
+4 more
7 metrics
RSU shares converted
16,279 shares
Total underlying Class A Common Stock from RSUs exercised or converted on September 15, 2026
Shares delivered/withheld for exercise price or tax liability
8,285 shares
Total Class A shares used for payment of exercise price or tax liability on September 15, 2026
Option position at $211.86
2,955 underlying shares
Employee Stock Option, exercise price $211.86, expiring September 21, 2030
Option position at $274.96
6,792 underlying shares
Employee Stock Option, exercise price $274.96, expiring April 21, 2031
Option position at $255.38
12,587 underlying shares
Employee Stock Option, exercise price $255.38, expiring September 22, 2031
RSU initial vesting tranche
8.33%
Portion of each RSU grant that vested on June 15, 2024, 2025, or 2026, respectively
Remaining RSU vesting installments
11 quarterly installments
Remaining vesting schedule for each RSU grant, subject to continuous employment
Key Terms
Restricted Stock Unit, Class A Common Stock, Employee Stock Option (Right to Buy), exercise price, +1 more
5 terms
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") represents the right to receive one share"
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 A Common Stock financial
"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.
Employee Stock Option (Right to Buy) financial
"Employee Stock Option (Right to Buy) ... underlying Security Title Class A Common Stock"
exercise price financial
"Payment of exercise price or tax liability by delivering or withholding securities"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
expiration date financial
"Employee Stock Option ... expiration date 2030-09-21"
The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did OKTA’s President and COO report on this Form 4?
He reported the vesting and conversion of 16,279 RSU-based shares of Okta Class A Common Stock on September 15, 2026, with a portion of the resulting shares delivered or withheld to cover exercise price or tax liability, and no open-market purchases or sales reported.
Were the RSUs reported by OKTA’s Eric Kelleher tied to future vesting?
Yes. Each RSU represents one Okta Class A share. For the three RSU grants, 8.33% vested on June 15 of 2024, 2025, or 2026, respectively, with the remaining shares vesting in 11 equal quarterly installments subject to continued employment.
Does this Okta (OKTA) Form 4 involve a Rule 10b5-1 trading plan?
No. The filing shows the Rule 10b5-1 checkbox as not selected, and there is no footnote indicating that the reported transactions were executed under a Rule 10b5-1 or other pre-arranged trading plan.
What vested stock options does OKTA’s President and COO still hold?
He holds fully vested employee stock options on 2,955 shares at $211.86 expiring September 21, 2030, 6,792 shares at $274.96 expiring April 21, 2031, and 12,587 shares at $255.38 expiring September 22, 2031, all for Okta Class A Common Stock.
AI-generated analysis. How Rhea-AI works. Not financial advice.
