Okta, Inc.·4

Jun 17, 6:13 PM ET

Ninan Shibu 4

4 · Okta, Inc. · Filed Jun 17, 2026

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Okta (OKTA) CAO Ninan Shibu Converts RSUs, Gifts 2,492 Shares

What Happened Ninan Shibu, Chief Accounting Officer of Okta, converted a total of 4,645 restricted stock units (reported as derivative conversions) into 4,645 shares on June 15, 2026. To satisfy tax withholding obligations, the company withheld 2,366 of those shares (reported as share dispositions for tax withholding). On June 16, 2026, Shibu also disposed of 2,492 shares as a gift. All conversion and withholding entries list a $0.00 exercise price (typical for RSU settlements); the Form 4 reports $0 cash received/paid for these entries.

Key Details

  • Transaction dates: conversions and tax withholdings on 2026-06-15; gift on 2026-06-16. Filing date: 2026-06-17.
  • Shares converted (derivative M): 4,645 total (2,196 + 484 + 836 + 1,129).
  • Shares withheld for taxes (F): 2,366 total (1,118 + 247 + 426 + 575).
  • Gift (G): 2,492 shares disposed on 2026-06-16.
  • Price reported: $0.00 per share for conversions/withholding (standard for RSU settlement); total cash value reported in these lines: $0.
  • Footnotes: RSUs = right to receive one share (F1). Vesting schedules referenced include a 25% tranche that vested 9/15/2023 and subsequent quarterly vesting (F2), and annual/quarterly vesting tranches with 8.33% vesting on 6/15/2024, 6/15/2025, and 6/15/2026 for other grants (F3–F5). The June 15, 2026 vesting (F5) appears to have triggered part of this conversion.
  • Shares owned after the transactions are not provided in the excerpt of this filing.

Context

  • These filings reflect RSU vesting/settlement (derivative conversion) and associated tax-withholding—common, routine actions for employees when equity grants vest. The withholding effectively is a cashless method to cover taxes (company retains/shares surrendered to cover tax).
  • The gift is a non‑market disposition and does not necessarily signal a view on Okta stock performance.
  • Filing appears timely (reporting period 2026-06-15, filed 2026-06-17); no late filing flag noted.

Insider Transaction Report

Form 4
Period: 2026-06-15
Ninan Shibu
Chief Accounting Officer
Transactions
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+2,19625,713 total
  • Tax Payment

    Class A Common Stock

    2026-06-151,11824,595 total
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+48425,079 total
  • Tax Payment

    Class A Common Stock

    2026-06-1524724,832 total
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+83625,668 total
  • Tax Payment

    Class A Common Stock

    2026-06-1542625,242 total
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+1,12926,371 total
  • Tax Payment

    Class A Common Stock

    2026-06-1557525,796 total
  • Gift

    Class A Common Stock

    2026-06-162,49223,304 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F2]
    2026-06-152,1962,196 total
    Class A Common Stock (2,196 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F3]
    2026-06-154841,453 total
    Class A Common Stock (484 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-06-158365,852 total
    Class A Common Stock (836 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F5]
    2026-06-151,12912,420 total
    Class A Common Stock (1,129 underlying)
Footnotes (5)
  • [F1]Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
  • [F2]25% of the shares underlying the RSU vested on September 15, 2023, 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.
  • [F3]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.
  • [F4]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.
  • [F5]8.33% of the shares underlying the RSU vested on June 15, 2026, 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|2026-06-17

Documents

1 file
  • 4
    wk-form4_1781734433.xmlPrimary

    FORM 4