Okta, Inc. — Director's Dealing 2019

Mar 26, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Okta, Inc. (OKTA)
CIK: 0001660134
Period of Report: 2019-03-22

Reporting Person: KOUREY MICHAEL R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-22	Class A Common Stock	C	17500	$0.00	Acquired	17500	Direct
2019-03-22	Class A Common Stock	S	9570	$83.46	Disposed	7930	Direct
2019-03-22	Class A Common Stock	S	7930	$84.46	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-22	Employee Stock Option (Right to Buy)	$8.62	M	17500	Disposed	2025-12-16	Class B Common Stock (17500)	Direct
2019-03-22	Class B Common Stock	$	M	17500	Acquired		Class A Common Stock (17500)	Direct
2019-03-22	Class B Common Stock	$	C	17500	Disposed		Class A Common Stock (17500)	Direct

Footnotes

F1: Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.

F2: This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.

F3: The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.04 to $84.02 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the 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.

F4: The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.05 to $84.62 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the 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.

F5: The shares subject to the option shall vest in 48 equal monthly installments commencing 11/12/2015, subject to the Reporting Person's continuous service to the Issuer through each vesting date. The option is early exercisable by the Reporting Person.