Kelleher Eric Robert 4

What Happened

• Eric Robert Kelleher, President and Chief Operating Officer of Okta, converted vested equity (derivative instruments/RSUs/options) on June 15, 2026. The filing shows gross acquisitions of 16,280 shares (4,842; 5,280; 6,158) at $0.00 and tax-withholding dispositions of 8,285 shares (2,464; 2,687; 3,134) at $0.00, leaving a net of 7,995 shares retained. Several corresponding derivative entries show the underlying derivative instruments were surrendered upon conversion.
• These transactions are conversions/vestings rather than open-market purchases or sales; the $0.00 price reflects that shares were issued/converted (not bought) and shares were withheld to satisfy tax obligations.

Key Details

• Transaction date: June 15, 2026; Form 4 filed June 17, 2026 (timely filing).
• Price: $0.00 per share for the conversions; withholding dispositions shown at $0.00.
• Gross shares converted: 16,280; shares withheld for taxes: 8,285; net shares delivered to Kelleher: 7,995.
• Shares owned after transaction: not specified in the provided filing details.
• Footnotes: F1–F4 indicate these are RSUs (each RSU = 1 share) with multi-year vesting (8.33% vested each June 15 over multiple years and quarterly thereafter); F5 notes the option shares were fully vested and exercisable. Transaction codes: M = exercise/conversion of derivative; F = payment of exercise price or tax liability (share withholding).

Context

• This appears to be a conversion/vesting event with share withholding to cover taxes (a common, routine administrative action), not an open-market sale or a purchase that signals added buying conviction.
• For retail investors: conversions/vestings increase insider-held common stock but withholding reduces the net shares delivered; the filing does not indicate a change in ownership intention beyond settling tax obligations.