Was David Schellhase’s Okta (OKTA) share purchase made under a Rule 10b5-1 plan?

Yes. A footnote states the transaction was effected under a Rule 10b5-1 trading plan adopted on January 15, 2026. Such plans pre-schedule trades, indicating these purchases were arranged in advance rather than timed discretionarily around short-term market movements.

Director at Okta (OKTA) buys 3,712 shares under 10b5-1 plan

Filing Impact

(Moderate)

Filing Sentiment

(Positive)

Form Type

Rhea-AI Filing Summary

Okta, Inc. director David Schellhase reported open-market purchases of the company’s Class A Common Stock. On April 16, 2026, he bought 1,100 shares at a weighted average price of $72.4648 per share and another 2,612 shares at $71.8594 per share. After these trades, he directly owned 3,712 shares. The transactions were executed under a Rule 10b5-1 trading plan adopted on January 15, 2026, and each reported price represents a weighted average across multiple trades within the stated price ranges.

Insider Trade Summary 10b5-1

Net Buyer: 3,712 shares ($267,408)

Net Buy 2 txns

Insider Schellhase David

Role null

Bought 3,712 shs ($267K)

Type	Security	Shares	Price	Value
Purchase	Class A Common Stock	2,612	$71.8594	$188K
Purchase	Class A Common Stock	1,100	$72.4648	$80K

Holdings After Transaction: Class A Common Stock — 2,612 shares (Direct, null)

Footnotes (1)

This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on January 15, 2026. The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $71.31 to $72.29 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 purchased 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 purchased in multiple transactions at prices ranging from $72.33 to $72.80 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 purchased at each separate price within the range set forth in this footnote.

Key Figures

First purchase: 1,100 shares at $72.4648 Second purchase: 2,612 shares at $71.8594 Total shares bought: 3,712 shares +3 more

6 metrics

First purchase 1,100 shares at $72.4648 Class A Common Stock bought on April 16, 2026

Second purchase 2,612 shares at $71.8594 Class A Common Stock bought on April 16, 2026

Total shares bought 3,712 shares Net buy shares reported in transaction summary

Holdings after transactions 3,712 shares Total Class A Common Stock directly owned after trades

Price range footnote F2 $71.31–$72.29 per share Range of prices for one weighted-average purchase group

Price range footnote F3 $72.33–$72.80 per share Range of prices for the other weighted-average purchase group

Key Terms

Rule 10b5-1 trading plan, weighted average price, Class A Common Stock

3 terms

Rule 10b5-1 trading plan regulatory

"This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on January 15, 2026."

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

"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.

Class A Common Stock financial

"security_title: 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.

Form 4 Insider Transactions: What Each Field Means →

04/20/2026 - 05:08 PM

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^*

Schellhase David

(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)
04/16/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/16/2026		P⁽¹⁾		2,612	A	$71.8594⁽²⁾	2,612	D
Class A Common Stock	04/16/2026		P⁽¹⁾		1,100	A	$72.4648⁽³⁾	3,712	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on January 15, 2026.

2. The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $71.31 to $72.29 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 purchased 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 purchased in multiple transactions at prices ranging from $72.33 to $72.80 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 purchased at each separate price within the range set forth in this footnote.

Remarks:

	/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person	04/20/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Okta (OKTA) director David Schellhase report?

Director David Schellhase reported buying Okta Class A Common Stock in the open market. He executed two separate purchases on April 16, 2026, increasing his direct holdings to 3,712 shares according to the Form 4 filing’s post-transaction ownership figures.

How many Okta (OKTA) shares did David Schellhase buy and at what prices?

He bought a total of 3,712 Okta shares in two trades. One purchase was 1,100 shares at a weighted average price of $72.4648, and the other was 2,612 shares at a weighted average price of $71.8594, based on multiple executions within disclosed ranges.

What do the weighted average prices mean in David Schellhase’s Okta (OKTA) Form 4?

The reported prices are weighted averages across multiple trade executions. One group of purchases occurred between $71.31 and $72.29 per share; the other between $72.33 and $72.80. The insider offers to provide exact trade-by-trade details to Okta, shareholders, or SEC staff on request.

How many Okta (OKTA) shares does David Schellhase own after these transactions?

After the reported open-market purchases, he directly owns 3,712 shares of Okta Class A Common Stock. This figure comes from the post-transaction ownership column in the Form 4, reflecting his direct holdings following the April 16, 2026 transactions.