Okta, Inc. — Director's Dealing 2021

Apr 19, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Okta, Inc. (OKTA)
CIK: 0001660134
Period of Report: 2021-04-15

Reporting Person: KOUREY MICHAEL R (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-04-15	Restricted Stock Units	$	A	31070	Acquired		Class A Common Stock (31070)	Direct
2021-04-15	Employee Stock Option (Right to Buy)	$274.25	A	69595	Acquired	2031-04-14	Class A Common Stock (69595)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	16790	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$8.62	2025-12-16	Class B Common Stock (60000)	60000	Direct
Restricted Stock Units	$		Class A Common Stock (1064)	1064	Direct

Footnotes

F1: Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.

F2: 25% of the shares underlying the RSU shall vest on March 15, 2022, and the remaining shares underlying the RSU shall vest in 12 equal quarterly installments
thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.

F3: 25% of the shares subject to the option shall vest on March 8, 2022 and the remaining shares subject to the option shall vest in 36 equal monthly installments
thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.

F4: The shares subject to the option are fully vested and exercisable by the Reporting Person.

F5: The RSUs vest in full on the earlier of June 16, 2021 or the date immediately prior to the Issuer's next regular annual shareholders meeting, subject to the Reporting Person's continued service to the Issuer through such vesting date.