Okta, Inc.·4

Feb 27, 5:16 PM ET

Addison Jonathan James 4

4 · Okta, Inc. · Filed Feb 27, 2026

Research Summary

AI-generated summary of this filing

Updated

Okta (OKTA) CRO Addison Jonathan James Receives Stock Award

What Happened

  • Addison Jonathan James, Chief Revenue Officer of Okta, was credited with performance-based share awards on Feb 25, 2026. The filing shows two award entries: 5,810 shares (PSUs) and 12,319 shares (PSUs), each recorded at $0.00, for a total of 18,129 performance-based units earned. These PSUs were originally granted on March 29, 2024 (5,810) and March 30, 2025 (12,319); the Compensation Committee determined the performance criteria were met on Feb 25, 2026.
  • These awards are not purchases or sales — they are contingent equity awards. Vesting is still subject to a service-based requirement: the units are set to vest once the reporting person satisfies the service condition on March 15, 2026.

Key Details

  • Transaction date: Feb 25, 2026; Report filed: Feb 27, 2026 (appears timely).
  • Transaction type/code: A = Award/Grant (PSUs); price reported = $0.00 per share (no cash paid).
  • Shares awarded/earned: 5,810 (grant dated Mar 29, 2024) + 12,319 (grant dated Mar 30, 2025) = 18,129 PSUs.
  • PSU conversion: Each PSU represents the right to receive one share of Class A common stock (per footnotes).
  • Vesting: Compensation Committee determined performance targets met; shares vest upon satisfaction of service-based vesting on March 15, 2026.
  • Shares owned after transaction: Not specified in the provided excerpt of the filing.
  • Other footnotes (F6–F10) describe separate RSU time-based vesting schedules (quarterly vesting/percentages) for other awards held by the reporting person.

Context

  • PSUs are performance-contingent awards: the reporting person earned the units because performance goals were achieved, but receipt of shares still requires meeting the service (time) condition. Because this is an award (not an open-market purchase), it should be viewed as compensation-related rather than a direct bullish personal purchase.
  • Reported at $0.00 means no cash changed hands at grant; tax withholding or delivery of shares, if any, would be handled later per company plan and are not detailed here.

Insider Transaction Report

Form 4
Period: 2026-02-25
Addison Jonathan James
Chief Revenue Officer
Transactions
  • Award

    Class A Common Stock

    [F1][F2]
    2026-02-25+5,81019,015 total
  • Award

    Class A Common Stock

    [F3][F4]
    2026-02-25+12,31931,334 total
Holdings
  • Restricted Stock Units

    [F5][F6]
    Class A Common Stock (849 underlying)
    849
  • Restricted Stock Units

    [F5][F7]
    Class A Common Stock (3,318 underlying)
    3,318
  • Restricted Stock Units

    [F5][F8]
    Class A Common Stock (14,364 underlying)
    14,364
  • Restricted Stock Units

    [F5][F9]
    Class A Common Stock (7,263 underlying)
    7,263
  • Restricted Stock Units

    [F5][F10]
    Class A Common Stock (27,720 underlying)
    27,720
Footnotes (10)
  • [F1]On March 29, 2024, 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 5,810 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, 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.
  • [F2]Includes 5,810 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
  • [F3]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 12,319 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 18,129 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
  • [F5]Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
  • [F6]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.
  • [F7]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.
  • [F8]8.33% of the shares underlying the RSU vested on March 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.
  • [F9]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.
Signature
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person|2026-02-27

Documents

1 file
  • 4
    wk-form4_1772230612.xmlPrimary

    FORM 4