Tighe Brett 4

What Happened

• Brett Tighe, Chief Financial Officer of Okta, received awards totaling 64,798 performance stock units (PSUs) (transaction code A) that were determined to be earned by the Compensation Committee on Feb 25, 2026. The awards show $0.00 price per share (they are compensation, not a purchase). Vesting is subject to service-based criteria and is scheduled to occur on March 15, 2026 if the service requirement is met.

Key Details

• Transaction date: Feb 25, 2026; Filed: Feb 27, 2026 (filed two days after the transaction; appears timely).
• Shares/units reported: 35,226 PSUs (from 3/21/2023 grant), 15,493 PSUs (from 3/29/2024 grant), and 14,079 PSUs (from 3/30/2025 grant) — total 64,798 PSUs. Price: $0.00 (award).
• Each PSU equals the right to receive one share of Class A common stock upon vesting.
• Vesting: The Committee determined the performance conditions were met on Feb 25, 2026; the awards will vest once the service-based vesting criterion is satisfied on March 15, 2026.
• Shares owned after the transaction: not specified in the provided filing.
• No sale, purchase, tax-withholding or 10b5-1 plan noted in this filing.

Context

• PSUs are performance-based compensation: the awards were "earned" based on achieving pre-set performance goals but will only convert into actual shares if the officer remains employed through the service vesting date. This is an award (compensation) event, not a market purchase or sale, and does not by itself indicate buying or selling sentiment.