McKinnon Todd 4
4 · Okta, Inc. · Filed Feb 27, 2026
Research Summary
AI-generated summary of this filing
Okta (OKTA) CEO Todd McKinnon Receives Stock Award
What Happened
- Todd McKinnon, CEO of Okta, was credited with three awards of Performance Stock Units (PSUs) on Feb 25, 2026: 119,298 PSUs, 30,212 PSUs, and 44,350 PSUs (total 193,860 PSUs). Each PSU represents the right to one share of Okta Class A common stock. The PSUs were reported as acquired at $0.00 (no cash purchase).
Key Details
- Transaction date: February 25, 2026; Form 4 filed February 27, 2026 (two days after the award date).
- Transaction code: A (Grant, award or other acquisition).
- Shares reported: 119,298 + 30,212 + 44,350 = 193,860 PSUs earned. Each PSU = 1 Class A share per filing footnotes.
- Vesting/service: The Compensation Committee determined the performance goals were met; the awards will vest upon satisfaction of the service-based vesting criterion on March 15, 2026 (per footnotes describing the original PSU grants).
- Price/consideration: $0.00 per unit in the filing (awarded, not purchased).
- Shares owned after transaction: not specified in the supplied filing excerpt.
- Filing timeliness: Form filed two days after the award date; appears timely based on the dates provided.
Context
- These are performance-based restricted stock units: the Compensation Committee certified that performance targets were achieved, but the PSUs still require the holder’s continued employment (service vesting) to convert into actual shares on March 15, 2026.
- This is an award (not an open-market buy or sale) and does not involve immediate cash proceeds or share sales. Awards like this are common for executives as compensation and do not, by themselves, indicate insider buying or selling sentiment.
Insider Transaction Report
Form 4
Okta, Inc.OKTA
McKinnon Todd
DirectorChief Executive Officer
Transactions
- Award
Class A Common Stock
[F1][F2]2026-02-25+119,298→ 119,298 total - Award
Class A Common Stock
[F3][F4]2026-02-25+30,212→ 149,510 total - Award
Class A Common Stock
[F5][F6]2026-02-25+44,350→ 193,860 total
Holdings
- 6,383,887(indirect: By Trust)
Class B Common Stock
[F7]→ Class A Common Stock (6,383,887 underlying) - 128,247(indirect: By Trust)
Class B Common Stock
[F7]→ Class A Common Stock (128,247 underlying) - 10,506
Restricted Stock Units
[F8][F9]→ Class A Common Stock (10,506 underlying) - 25,177
Restricted Stock Units
[F8][F10]→ Class A Common Stock (25,177 underlying) - 66,527
Restricted Stock Units
[F8][F11]→ Class A Common Stock (66,527 underlying) - 32,251
Employee Stock Option (Right to Buy)
[F12]Exercise: $82.16Exp: 2029-03-24→ Class A Common Stock (32,251 underlying) - 48,372
Employee Stock Option (Right to Buy)
[F12]Exercise: $142.47Exp: 2030-04-14→ Class A Common Stock (48,372 underlying) - 63,667
Employee Stock Option (Right to Buy)
[F12]Exercise: $274.96Exp: 2031-04-21→ Class A Common Stock (63,667 underlying) - 127,334
Employee Stock Option (Right to Buy)
[F12]Exercise: $274.96Exp: 2031-04-21→ Class A Common Stock (127,334 underlying)
Footnotes (12)
- [F1]On March 21, 2023, the Reporting Person was granted Performance Stock Units ("PSUs"), the vesting of which is subject to the achievement of certain performance criteria and to a service-based vesting criteria. On February 25, 2026, the Compensation Committee of the Board of Directors determined that 119,298 shares of the Issuer's Class A Common Stock were earned as result of the achievement of the performance criteria, with vesting to occur once the service-based vesting criteria are satisfied on March 15, 2026.
- [F10]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.
- [F11]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.
- [F12]The shares subject to the option are fully vested and exercisable by the Reporting Person.
- [F2]Includes 119,298 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
- [F3]On March 29, 2024, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain performance criteria and to a service-based vesting criteria. On February 25, 2026, the Compensation Committee of the Board of Directors determined that 30,212 shares of the Issuer's Class A Common Stock were earned as result of the achievement of the performance criteria, with vesting to occur once the service-based vesting criteria are satisfied on March 15, 2026.
- [F4]Includes 149,510 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
- [F5]On March 30, 2025, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain performance criteria and to a service-based vesting criteria. On February 25, 2026, the Compensation Committee of the Board of Directors determined that 44,350 shares of the Issuer's Class A Common Stock were earned as result of the achievement of the performance criteria, with vesting to occur once the service-based vesting criteria are satisfied on March 15, 2026.
- [F6]Includes 193,860 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
- [F7]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.
- [F8]Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
- [F9]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.
Signature
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person|2026-02-27