Okta (OKTA) CRO Exercises RSUs; Shares Withheld for Taxes

What Happened

• Jonathan James, Chief Revenue Officer of Okta, converted vested restricted stock units (RSUs) into 12,743 shares on September 15, 2026 (recorded as exercise/conversion, code M). To satisfy tax withholding obligations (code F), 6,607 of those shares were surrendered/withheld, leaving a net delivery of 6,136 shares to the reporting person. All transactions show an exercise/conversion price of $0.00 (typical for RSU vesting); no cash proceeds were reported.

Key Details

• Transaction date: 2026-09-15; Form 4 filed: 2026-09-17 (filed within the standard 2-business-day window).
• Shares converted (gross): 12,743 (3,591 + 1,453 + 3,080 + 4,619).
• Shares withheld/paid for taxes: 6,607 (1,920 + 768 + 1,568 + 2,351).
• Net shares delivered to insider: 6,136.
• Price per share reported: $0.00 (RSU vesting / conversion).
• Shares owned after transaction: Not specified in the provided filing details.
• Footnotes: F1–F5 confirm these were RSUs (one RSU = one share) with staged vesting schedules (initial 8.33% tranches and remaining shares vesting in quarterly installments, subject to continued employment).
• Remarks: Exhibit 24 (Power of Attorney) attached to the filing.

Context

• This was a conversion/vesting of RSUs, not an open-market purchase or sale. The withholding entries are routine tax-withholding (code F) and do not necessarily indicate a change in sentiment.
• The filing shows conversion of derivative awards into common stock; some derivative-line items reflect the administrative disposition of those vested awards. No cash sale or market transaction was reported.