Okta, Inc. — Director's Dealing 2025

Mar 21, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Okta, Inc. (OKTA)
CIK: 0001660134
Period of Report: 2025-03-19

Reporting Person: Schwartz Larissa (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-03-19	Class A Common Stock	S	3283	$113.5739	Disposed	30394	Direct
2025-03-19	Class A Common Stock	S	8109	$114.2779	Disposed	22285	Direct
2025-03-19	Class A Common Stock	S	160	$115.1575	Disposed	22125	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Class A Common Stock (948)	948	Direct
Restricted Stock Units	$		Class A Common Stock (433)	433	Direct
Restricted Stock Units	$		Class A Common Stock (17782)	17782	Direct
Restricted Stock Units	$		Class A Common Stock (15494)	15494	Direct
Employee Stock Option (Right to Buy)	$8.73	2026-06-01	Class B Common Stock (9000)	9000	Direct
Employee Stock Option (Right to Buy)	$11.36	2027-03-05	Class B Common Stock (5000)	5000	Direct

Footnotes

F1: This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 30, 2024.

F2: The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $112.95 to $113.94 per share, inclusive. The Reporting Person undertakes to
provide to the Issuer, any security holder of the Issuer, or to the staff of the U.S. Securities and Exchange Commission (the "SEC") , upon request, full information regarding the number of shares sold at
each separate price within the range set forth in this footnote.

F3: The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $113.95 to $114.80 per share, inclusive. The Reporting Person undertakes to
provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, 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 $115.15 to $115.17 per share, inclusive. The Reporting Person undertakes to
provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this
footnote.

F5: Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.

F6: 6.25% of the shares underlying the RSU vested on March 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.

F7: 6.25% of the shares underlying the RSU vested 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.

F8: 8.33% of the shares underlying the RSU vested on June 15, 2023, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.

F9: 8.33% of the shares underlying the RSU vested on June 15, 2024, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.

F10: The shares subject to the option are fully vested and exercisable by the Reporting Person.