Okta, Inc.·4

Mar 12, 5:00 PM ET

Schwartz Larissa 4

4 · Okta, Inc. · Filed Mar 12, 2026

Research Summary

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Okta (OKTA) Chief Legal Officer Larissa Schwartz Sells Shares

What Happened

  • Larissa Schwartz, Chief Legal Officer and Corporate Secretary of Okta, sold 1,836 shares of Okta common stock in an open-market disposition on March 10, 2026. The reported weighted-average sale price was $79.89 per share for total proceeds of approximately $146,684. The sale was effected under a pre-established Rule 10b5-1 trading plan.

Key Details

  • Transaction date: March 10, 2026.
  • Transaction type: Sale (open market), Code S.
  • Price: Weighted average $79.89; shares were sold in multiple trades at prices ranging $79.75–$80.00 (per footnote).
  • Proceeds: ~ $146,684.
  • 10b5-1 plan: Adopted by the reporting person on July 3, 2025 (per footnote).
  • Shares owned after transaction: Not specified in the provided filing excerpt.
  • Other holdings disclosed: Filing references 44,930 performance stock units (PSUs) and multiple restricted stock unit (RSU) awards with staggered vesting schedules (see footnotes F3–F8).
  • Filing timeliness: Reported on March 12, 2026; filed two days after the transaction, which appears timely under the usual two-business-day Form 4 requirement.

Context

  • Because the sale was executed under a Rule 10b5-1 trading plan, these transactions are typically pre-scheduled and may not reflect the insider’s current view of the company. The weighted-average price and reported price range indicate the shares were sold in multiple executions. For retail investors, routine sales under 10b5-1 plans are common for tax or diversification purposes and are generally less informative than unscheduled open-market purchases.

Insider Transaction Report

Form 4
Period: 2026-03-10
Schwartz Larissa
See Remarks
Transactions
  • Sale

    Class A Common Stock

    [F1][F2][F3]
    2026-03-10$79.89/sh1,836$146,68479,422 total
Holdings
  • Restricted Stock Units

    [F4][F5]
    Class A Common Stock (109 underlying)
    109
  • Restricted Stock Units

    [F4][F6]
    Class A Common Stock (4,446 underlying)
    4,446
  • Restricted Stock Units

    [F4][F7]
    Class A Common Stock (9,684 underlying)
    9,684
  • Restricted Stock Units

    [F4][F8]
    Class A Common Stock (27,720 underlying)
    27,720
Footnotes (8)
  • [F1]This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 03, 2025.
  • [F2]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.75 to $80.00 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, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F3]Includes 44,930 Performance Stock Units ("PSUs"), with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
  • [F4]Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
  • [F5]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.
  • [F6]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.
  • [F7]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.
  • [F8]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.
Signature
/s/ Nathan Francis, attorney-in-fact of the Reporting Person|2026-03-12

Documents

1 file
  • 4
    wk-form4_1773349230.xmlPrimary

    FORM 4