[144] Travel + Leisure Co. SEC Filing

Rhea-AI Filing Summary

Okta CEO Todd McKinnon filed a Form 4 disclosing multiple transactions on 21 Jul 2025:

• Option exercises (Code M): 5,438 Class A shares at $39.21 and 47,000 Class B shares at $8.97 were converted to Class A. All options were fully vested.
• Open-market sales (Code S): 11,482 shares at a weighted-average $94.98 and 20,110 shares at $95.48, for total gross proceeds of roughly $3.0 million.
• Gift/transfer (Code G): 47,000 Class B shares were moved to a trust, which now holds 6,366,778 Class A-equivalent shares.

After the transactions, McKinnon’s direct ownership fell from 52,274 to 20,682 Class A shares, while indirect ownership via trust remains substantial at 6.37 million shares. The share sales represent <0.5 % of his combined holdings and were executed under a pre-arranged Rule 10b5-1 plan adopted 15 Apr 2024.

No earnings or company guidance were included; the filing strictly documents insider trading activity.

Positive

• CEO retains a ~6.4 million-share stake, preserving strong alignment with shareholders.
• Sales executed under a Rule 10b5-1 plan, reducing concerns about information-based trading.

Negative

• Direct holdings reduced by 60 % (52,274 → 20,682 shares), which some investors may interpret as a modest negative signal.

Insights

Securities Analyst

TL;DR: Small Rule 10b5-1 sale; CEO retains ~99 % of stake—neutral signal.

The net disposition of 26,154 shares (~$2.5 m after option cost) is immaterial versus McKinnon’s ~6.4 m-share position, limiting market impact. Exercising deep-in-the-money options and transferring shares to a trust suggests tax and estate planning rather than bearish sentiment. Because the sales were executed under a pre-scheduled plan, information asymmetry risk is reduced. Overall, the filing neither alters Okta’s equity story nor signals operational change.

Corporate Governance Expert

TL;DR: Transactions align with best-practice disclosure; no governance red flags.

Use of Rule 10b5-1, transparent weighted-average price reporting, and sizeable remaining ownership demonstrate alignment with shareholders. Movement of shares into a trust concentrates voting power but is typical for founder CEOs. No new derivatives or accelerated sales were observed. Governance impact is neutral.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Merrill Lynch 194 Wood Ave South Iselin NJ 08830	16500	989175.00	64920377	07/23/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	03/07/2021	Stock Bonus	Kimberly Marshall			1603	03/07/2021	Stock Bonus
Common	03/10/2021	Stock Bonus	Kimberly Marshall			1957	03/10/2021	Stock Bonus
Common	06/01/2021	Stock Bonus	Kimberly Marshall			2184	06/01/2021	Stock Bonus
Common	03/07/2022	Stock Bonus	Kimberly Marshall			1597	03/07/2022	Stock Bonus
Common	03/10/2022	Stock Bonus	Kimberly Marshall			1958	03/10/2002	Stock Bonus
Common	06/01/2022	Stock Bonus	Kimberly Marshall			2150	06/01/2022	Stock Bonus
Common	03/10/2022	Stock Bonus	Kimberly Marshall			2884	03/10/2022	Stock Bonus
Common	03/07/2023	Stock Bonus	Kimberly Marshall			1514	03/07/2023	Stock Bonus
Common	07/01/2019	Stock Bonus	Kimberly Marshall			653	07/01/2019	Stock Bonus

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many OKTA shares did CEO Todd McKinnon sell on 21 July 2025?

He sold 31,592 Class A shares at an average price near $95.

Did the CEO exercise any Okta stock options?

Yes. He exercised 5,438 options at $39.21 and 47,000 options at $8.97, converting them into Class A stock.

What is Todd McKinnon's remaining ownership in OKTA after the transactions?

He directly owns 20,682 Class A shares and indirectly, via a trust, 6,366,778 Class A-equivalent shares.

Were the share sales part of a pre-arranged plan?

Yes, the Form 4 states the sales were under a Rule 10b5-1 plan adopted 15 Apr 2024.

Do these insider transactions indicate negative sentiment toward Okta stock?

The sold shares are <0.5 % of McKinnon’s total holdings, so analysts view the impact as neutral.