Okta Inc SEC Filings

Brett Tighe, Chief Financial Officer of Okta, Inc. (OKTA), reported multiple transactions dated 09/15/2025. The filing records a series of non-derivative and derivative security transactions involving Class A Common Stock and Restricted Stock Units (RSUs). Several RSU grants vested or were reported as acquired in amounts of 4,580, 6,297, 3,874, and 3,520 RSUs, with underlying Class A shares shown accordingly. The Form 4 also reports multiple dispositions (codes "F") and acquisitions (codes "M") of Class A shares on the same date, and discloses 69,046 shares of Class B Common Stock held indirectly by trust. Footnotes state each RSU converts to one Class A share and describe staggered vesting schedules for each RSU grant. The filing is signed by an attorney-in-fact on 09/17/2025.

Okta insider Larissa Schwartz, Chief Legal Officer and Corporate Secretary, reported multiple transactions on 09/15/2025 affecting Class A common stock and related restricted stock units (RSUs). The filing shows a mix of acquisitions (vesting RSUs) and dispositions (sales or transfers) that changed her direct beneficial ownership across several line items, with ending holdings reported in ranges from 37,795 to 44,068 shares on different lines and 316 to 30,800 underlying RSU counts in Table II. Vesting schedules described indicate initial tranche vesting dates and subsequent quarterly vesting subject to continued employment.

Okta insider reporting shows officer and Chief Accounting Officer Ninan Shibu executed multiple transactions on 09/15/2025 involving Class A common stock and restricted stock units (RSUs). The filing records purchases under an Employee Stock Purchase Plan (180 shares) and the vesting-related acquisition of RSU shares totaling multiple lots that increased direct beneficial ownership from 15,477 to 16,824 shares at various steps, with 8,784 RSU-based shares held after the transactions. The RSUs vest on scheduled dates with portions previously vested (including 25% on 09/15/2023 and periodic quarterly vesting thereafter) and remaining vesting contingent on continued employment. The form is signed by an attorney-in-fact on behalf of the reporting person.

Okta, Inc. insider activity by Todd McKinnon: The filing reports multiple transactions on 09/15/2025 showing the Chief Executive Officer and Director acquiring restricted stock units (RSUs) and also reporting dispositions of Class A common stock. After the reported transactions, Mr. McKinnon beneficially owns both direct and indirect shares and derivative positions including fully vested employee stock options and RSUs that convert one-for-one into Class A common stock. The filing also discloses substantial indirect holdings through trust-held Class B common stock convertible into Class A shares, amounting to 6,366,778 Class A-equivalent shares plus 128,247 additional Class A-equivalent shares held by trust.

Insider transactions by Okta director Jacques Kerrest: The reporting person executed transactions on 09/15/2025 resulting in an acquisition of 843 Class A shares and a disposition of 246 Class A shares, both recorded at a price of $0 for the non-derivative entries, reflecting administrative movements tied to restricted stock unit activity. The same date shows 843 restricted stock units vested and converted into 843 shares of Class A Common Stock, leaving the reporting person with 3,675 Class A shares directly beneficially owned after the transactions.

The filing lists significant indirect holdings through Class B Common Stock convertible into Class A shares, specifically 999,987, 88,776, and 157,668 Class A-equivalent shares held by trusts. Multiple outstanding employee stock options and additional RSU awards are detailed, including fully exercisable options totaling 266, (114,000; 71,547; 41,673; 13,263; 26,527) underlying Class A shares as listed in the form.

Okta insider filing: Eric Robert Kelleher, President and Chief Operating Officer of Okta, reported multiple equity transactions dated 09/15/2025. Several Restricted Stock Units (RSUs) vested on that date and were converted into Class A common stock (transactions show acquisitions of 385, 1,188, 9,952, 4,842 and 5,280 Class A shares). The filing also shows contemporaneous dispositions listed with code F for portions of those holdings. The report lists outstanding employee stock options exercisable for Class A and Class B shares with strike prices ranging from $8.97 to $274.96 and various expiration dates, and notes certain options are fully vested and exercisable.

Okta, Inc. (OKTA) reporting person Jonathan James Addison, Chief Revenue Officer, disclosed multiple transactions on 09/15/2025 involving Class A common stock and restricted stock units (RSUs). The filing records a series of RSU vesting events converted into shares and related dispositions, with incremental increases and decreases in reported beneficial ownership across several line items. After the reported transactions, the largest single beneficial ownership figure shown is 30,800 shares attributable to underlying RSUs in Table II, and the filings show a sequence of vested RSUs that convert one-for-one into Class A shares subject to continued employment vesting schedules.

Form 144 notice for proposed sale of 3,348 Okta, Inc. (OKTA) common shares. The filing shows the shares were acquired as restricted stock units on 09/15/2025 and are to be sold through Morgan Stanley Smith Barney LLC on or about 09/17/2025 on NASDAQ. The reported aggregate market value of the proposed sale is $301,052.16 and Okta's shares outstanding are listed as 168,459,019. The filer also reported prior 10b5-1 sales of 2,244 shares on 06/20/2025 with gross proceeds of $224,400.00. Certain issuer identification fields in the top section are blank in the provided extract.

Okta, Inc. disclosed that several current and former officers and directors are defendants in multiple stockholder derivative lawsuits collectively called the "Derivative Actions." The board also received related stockholder litigation demands. On June 26, 2025, the parties entered into a Stipulation and Agreement of Settlement to resolve the Derivative Matters. The proposed settlement was filed July 1, 2025, and on August 18, 2025, the U.S. District Court for the Northern District of California gave preliminary approval and scheduled a final approval hearing for October 24, 2025, at 10:00 a.m. PST by videoconference. Exhibits include the Stipulation and a Notice of Pendency and Proposed Settlement.