STOCK TITAN

[Form 4] Okta, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Okta, Inc. Chief Revenue Officer Jonathan James Addison reported compensation-related equity activity involving Restricted Stock Units (RSUs) and associated tax withholding. On June 15, 2026, he exercised derivative awards to acquire 12,741 shares of Class A Common Stock through four M-code transactions, each reflecting conversion of RSUs.

To cover tax obligations, he disposed of 6,617 shares through four F-code transactions classified as tax-withholding dispositions, not open-market sales. Footnotes explain that each RSU converts into one share of Class A stock and that these RSU grants vest 8.33% initially, with the remaining shares vesting in 11 equal quarterly installments, conditioned on continued employment.

Positive

  • None.

Negative

  • None.
Insider Addison Jonathan James
Role Chief Revenue Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 3,591 $0.00 --
Exercise Restricted Stock Units 1,452 $0.00 --
Exercise Restricted Stock Units 3,080 $0.00 --
Exercise Restricted Stock Units 4,618 $0.00 --
Exercise Class A Common Stock 3,591 $0.00 --
Tax Withholding Class A Common Stock 1,929 $0.00 --
Exercise Class A Common Stock 1,452 $0.00 --
Tax Withholding Class A Common Stock 770 $0.00 --
Exercise Class A Common Stock 3,080 $0.00 --
Tax Withholding Class A Common Stock 1,568 $0.00 --
Exercise Class A Common Stock 4,618 $0.00 --
Tax Withholding Class A Common Stock 2,350 $0.00 --
Holdings After Transaction: Restricted Stock Units — 7,182 shares (Direct, null); Class A Common Stock — 7,955 shares (Direct, null)
Footnotes (1)
  1. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock. 8.33% of the shares underlying the RSU vested on March 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. 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. 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. 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.
RSU-derived shares exercised 12,741 shares Total exerciseShares across four M-code transactions
Shares withheld for taxes 6,617 shares Total taxWithholdingShares across four F-code transactions
Derivative exercises count 4 transactions exerciseCount of M-code entries
Tax-withholding transactions count 4 transactions taxWithholdingCount of F-code entries
Initial RSU vesting portion 8.33% Portion of RSU shares vesting on the initial date for each grant
Remaining vesting installments 11 quarterly installments RSU vesting continues in equal quarterly tranches after initial vest
Restricted Stock Unit ("RSU") financial
"Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock."
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition", transaction_code_description: "Payment of exercise price or tax liability by delivering securities""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Class A Common Stock financial
"Each Restricted Stock Unit ("RSU") 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
"the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter"
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.
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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).
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*
Addison Jonathan James

(Last)(First)(Middle)
100 FIRST STREET, 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Revenue Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026
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 Stock06/15/2026M3,591A$07,955D
Class A Common Stock06/15/2026F1,929D$06,026D
Class A Common Stock06/15/2026M1,452A$07,478D
Class A Common Stock06/15/2026F770D$06,708D
Class A Common Stock06/15/2026M3,080A$09,788D
Class A Common Stock06/15/2026F1,568D$08,220D
Class A Common Stock06/15/2026M4,618A$012,838D
Class A Common Stock06/15/2026F2,350D$010,488D
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
Restricted Stock Units(1)06/15/2026M3,591 (2) (2)Class A Common Stock3,591$07,182D
Restricted Stock Units(1)06/15/2026M1,452 (3) (3)Class A Common Stock1,452$04,358D
Restricted Stock Units(1)06/15/2026M3,080 (4) (4)Class A Common Stock3,080$021,560D
Restricted Stock Units(1)06/15/2026M4,618 (5) (5)Class A Common Stock4,618$050,808D
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. 8.33% of the shares underlying the RSU vested on March 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.
3. 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.
4. 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.
5. 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.
Remarks:
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person06/17/2026
** 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)