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Filing Details

Accession Number:: 0001660134-25-000124
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-07-17 17:01:29
Reporting Period:: 2025-07-15

Filing Date:: 2025-07-17
Accepted Time:: 2025-07-17 17:01:29
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1660134	Okta Inc.	OKTA	Services-Prepackaged Software (7372)	264175727

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
2053652	Robert Eric Kelleher	100 First Street, Suite 600 San Francisco CA 94105	See Remarks	No	Yes	No	No

Transaction Summary

Sold:	16,018 shares	Avg. Price: $91.81	Total Value: $1,470,594.53
Number of Shares After Transactions:	7,044 shares

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2025-07-15	2,410	$0.00	23,062	No	4	C	Direct
Class A Common Stock	Disposition	2025-07-15	12,546	$91.66	10,516	No	4	S	Direct
Class A Common Stock	Disposition	2025-07-15	3,472	$92.33	7,044	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	C	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock	Employee Stock Option (Right to Buy)	Disposition	2025-07-15	2,410	$0.00	2,410	$8.97
Class A Common Stock	Class B Common Stock	Acquisiton	2025-07-15	2,410	$0.00	2,410	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2025-07-15	2,410	$0.00	2,410	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
7,228	2026-10-23	No	4	M	Direct
2,410		No	4	M	Direct
0		No	4	C	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Employee Stock Option (Right to Buy)	$211.86	2030-09-21	2,955	2,955	Direct
Class A Common Stock	Employee Stock Option (Right to Buy)	$274.96	2031-04-21	6,792	6,792	Direct
Class A Common Stock	Employee Stock Option (Right to Buy)	$255.38	2031-09-22	12,587	12,587	Direct
Class A Common Stock	Restricted Stock Units	$0.00		385	385	Direct
Class A Common Stock	Restricted Stock Units	$0.00		3,563	3,563	Direct
Class A Common Stock	Restricted Stock Units	$0.00		29,857	29,857	Direct
Class A Common Stock	Restricted Stock Units	$0.00		33,892	33,892	Direct
Class A Common Stock	Restricted Stock Units	$0.00		58,079	58,079	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2030-09-21	2,955	2,955	Direct
2031-04-21	6,792	6,792	Direct
2031-09-22	12,587	12,587	Direct
	385	385	Direct
	3,563	3,563	Direct
	29,857	29,857	Direct
	33,892	33,892	Direct
	58,079	58,079	Direct

Footnotes

Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
Includes 172 shares of Class A Common Stock acquired under a Section 423 Employee Stock Purchase Plan.
This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 15, 2025.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.09 to $92.08 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 sold 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 sold in multiple transactions at prices ranging from $92.09 to $92.65 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 sold at each separate price within the range set forth in this footnote.
The shares subject to the option are fully vested and exercisable by the Reporting Person.
25% of the shares subject to the option vested on September 15, 2022, and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
25% of the shares underlying the RSU vested on September 15, 2022, and the remaining shares underlying the RSU shall vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
6.25% of the shares underlying the RSU vested on June 15, 2022, and the remaining shares underlying the RSU shall vest in 15 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, 2023, 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.