Schwartz Larissa 4

What Happened

• Larissa Schwartz, Chief Legal Officer and Corporate Secretary of Okta, was granted 43,109 Restricted Stock Units (RSUs) on March 19, 2026. The reported acquisition price is $0.00 (derivative award), meaning no cash was paid; the RSUs represent the right to receive shares of Okta Class A common stock upon vesting.

Key Details

• Transaction date: 2026-03-19; Form 4 filed: 2026-03-23 (appears timely).
• Grant: 43,109 RSUs; reported as a derivative grant (code A).
• Price: $0.00 (no cash consideration at grant).
• Shares owned after transaction: not reported in the provided filing data.
• Vesting/footnotes:
  • F1: Each RSU equals one share of Class A common stock.
  • F2: 8.33% of these RSUs vest on June 15, 2026; the remaining shares vest in 11 equal quarterly installments thereafter, subject to continued employment.
  • F3–F4 note similar 8.33% vesting occurred on June 15, 2024 and June 15, 2025 for prior awards (indicating multi-year vesting schedule across grants).

Context

• RSU grants are typically compensation-related awards, not open-market purchases or sales; they do not represent an immediate cash purchase or sale. The economic value to the insider depends on Okta’s share price when RSUs vest and convert to shares. This filing reports the award; it does not by itself signal purchase-based insider confidence nor a sale-based liquidity event.