Okta, Inc. — Director's Dealing 2022

Mar 25, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Okta, Inc. (OKTA)
CIK: 0001660134
Period of Report: 2022-03-22

Reporting Person: Tighe Brett (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-03-22	Restricted Stock Units	$	A	73282	Acquired		Class A Common Stock (73282)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	30834	Direct
Class A Common Stock	1250	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Class A Common Stock (761)	761	Direct
Restricted Stock Units	$		Class A Common Stock (2333)	2333	Direct
Restricted Stock Units	$		Class A Common Stock (2716)	2716	Direct
Restricted Stock Units	$		Class A Common Stock (4565)	4565	Direct
Restricted Stock Units	$		Class A Common Stock (2427)	2427	Direct
Restricted Stock Units	$		Class A Common Stock (4354)	4354	Direct
Employee Stock Option (Right to Buy)	$3.92	2025-04-20	Class B Common Stock (25500)	25500	Direct
Employee Stock Option (Right to Buy)	$8.73	2026-06-01	Class B Common Stock (23546)	23546	Direct
Employee Stock Option (Right to Buy)	$9.74	2027-01-22	Class B Common Stock (20000)	20000	Direct

Footnotes

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

F2: 6.25% of the shares underlying the RSU shall vest 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.

F3: 25% of the shares underlying the RSU vested on June 15, 2019, 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.

F4: 25% of the shares underlying the RSU vested on June 15, 2020, 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.

F5: 6.25% of the shares underlying the RSU vested on September 15, 2020, 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.

F6: 6.25% of the shares underlying the RSU vested on March 15, 2021, 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: 6.25% of the shares underlying the RSU vested on June 15, 2021, 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.

F8: 25% of the shares underlying the RSU vested on September 15, 2021, and the remaining shares underlying the RSU shall vest in 3 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.

F9: The shares subject to the option are fully vested and exercisable by the Reporting Person.