Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-20-055291
Date:2020-10-15
Issuer: OKTA, INC. (OKTA)
Original Submission Date:

Reporting Person:

KERREST JACQUES FREDERIC
C/O OKTA, INC.
100 FIRST ST, SUITE 600 SAN FRANCISCO, CA 94105

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2020-10-15 0 $0.00 10,480 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 1.4 2020-10-15 deemed execution date M 7,428 (d) 2023-08-29 class b common stock 7,428 $1.40 3,572 direct
CLASS B COMMON STOCK 0.0 2020-10-15 deemed execution date M 7,428 (a) class a common stock 7,428 $0.00 7,428 direct
CLASS B COMMON STOCK 0.0 2020-10-15 deemed execution date G 7,428 (d) class a common stock 7,428 $0.00 0 direct
CLASS B COMMON STOCK 0.0 2020-10-15 deemed execution date G 7,428 (a) class a common stock 7,428 $0.00 1,324,593 indirect by trust
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 3.11 2020-10-15 deemed execution date M 24,572 (d) 2024-08-26 class b common stock 24,572 $3.11 50,428 direct
CLASS B COMMON STOCK 0.0 2020-10-15 deemed execution date M 24,572 (a) class a common stock 24,572 $0.00 24,572 direct
CLASS B COMMON STOCK 0.0 2020-10-15 deemed execution date G 24,572 (d) class a common stock 24,572 $0.00 0 direct
CLASS B COMMON STOCK 0.0 2020-10-15 deemed execution date G 24,572 (a) class a common stock 24,572 $0.00 1,349,165 indirect by trust
CLASS B COMMON STOCK 0.0 2020-10-15 deemed execution date 0 ( ) class a common stock 267,702 $0.00 267,702 indirect by trust
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 7.17 2020-10-15 deemed execution date 0 ( ) 2025-08-27 class b common stock 250,000 $7.17 250,000 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 8.97 2020-10-15 deemed execution date 0 ( ) 2026-07-29 class b common stock 1,000,000 $8.97 1,000,000 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 39.21 2020-10-15 deemed execution date 0 ( ) 2028-03-21 class a common stock 114,000 $39.21 114,000 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 82.16 2020-10-15 deemed execution date 0 ( ) 2029-03-24 class a common stock 71,547 $82.16 71,547 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 142.47 2020-10-15 deemed execution date 0 ( ) 2030-04-14 class a common stock 62,511 $142.47 62,511 direct
RESTRICTED STOCK UNITS 0.0 2020-10-15 deemed execution date 0 ( ) class a common stock 18,525 $0.00 18,525 direct
RESTRICTED STOCK UNITS 0.0 2020-10-15 deemed execution date 0 ( ) class a common stock 20,579 $0.00 20,579 direct
RESTRICTED STOCK UNITS 0.0 2020-10-15 deemed execution date 0 ( ) class a common stock 1,150 $0.00 1,150 direct
RESTRICTED STOCK UNITS 0.0 2020-10-15 deemed execution date 0 ( ) class a common stock 29,595 $0.00 29,595 direct
Footnotes
IDfootnote
f1 the shares subject to the option are fully vested and exercisable by the reporting person.
f2 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.
f3 20% of the shares subject to the option vested on july 29, 2017, 20% of the shares subject to the option vested on july 29, 2018, 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. the option is early exercisable by the reporting person.
f4 25% of the shares subject to the option vested on february 1, 2019 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 through each vesting date.
f5 25% of the shares subject to the option vested on february 1, 2020 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 through each vesting date.
f6 25% of the shares subject to the option shall vest on february 1, 2021, 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.
f7 each restricted stock unit ("rsu") represents the right to receive one share of the issuer's class a common stock.
f8 25% of the shares underlying the rsu vested on march 15, 2019, 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.
f9 25% of the shares underlying the rsu vested on march 15, 2020, 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.
f10 17% of the shares underlying the rsu vested on june 15, 2020, 33% of the shares underlying the rsu vested on september 15, 2020, 39% of the shares underlying the rsu shall vest on december 15, 2020, and the remaining 11% of the shares underlying the rsu shall vest on march 15, 2021, subject to the reporting person's continuous employment with the issuer on each such date.
f11 25% of the shares underlying the rsu shall vest on march 15, 2021, 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.
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