Form 4: Okta CFO Sells 10,000 Shares Under 10b5-1 Plan

Okta's Chief Financial Officer, Brett Tighe, executed a pre-scheduled sale of 10,000 Class A Common Stock shares at an average price of $95.0691.

Summary

• Okta's Chief Financial Officer, Brett Tighe, sold 10,000 shares of Class A Common Stock.
• The transaction occurred on January 13, 2026, at a weighted average price of $95.0691 per share, with prices ranging from $95.00 to $95.35.
• This sale was conducted under a Rule 10b5-1 trading plan adopted by Mr. Tighe on July 15, 2025.
• Following the transaction, Mr. Tighe directly beneficially owns 134,385 shares of Class A Common Stock and indirectly owns 1,250 shares through a trust.
• Mr. Tighe also holds various Restricted Stock Units (RSUs) and Class B Common Stock, which are convertible into Class A Common Stock.

Sentiment

Score: 5

Explanation: The sale by the CFO was conducted under a pre-arranged Rule 10b5-1 trading plan, which typically indicates a planned liquidity event rather than a reaction to specific company news, thus having a neutral impact on sentiment.

Positives

• The sale was executed under a pre-arranged Rule 10b5-1 trading plan, indicating it was not based on new, non-public information.

Negatives

• An insider sale, even if planned, reduces the direct ownership stake of a key executive in the company.

Future Outlook

The filing indicates future vesting schedules for Restricted Stock Units, contingent on continuous employment, but does not provide a general future outlook for the company's performance.

Industry Context

This filing reports a routine insider transaction under a pre-arranged plan and does not provide information to analyze broader industry trends or competitive positioning.

Stakeholder Impact

• Shareholders: The sale of shares by a key executive, even if planned, could be perceived as a slight reduction in management's direct alignment with shareholder interests, though the 10b5-1 plan mitigates negative interpretations.
• Employees: The vesting of RSUs is tied to continuous employment, which is a standard incentive mechanism.

Next Steps

• Remaining Restricted Stock Units will continue to vest in quarterly installments, subject to the Reporting Person's continuous employment.

Key Dates

Recommendation

This Form 4 reports a pre-scheduled insider sale under a 10b5-1 plan, which is a routine event for executives managing their personal finances. It does not provide new fundamental information about Okta's operational performance, strategic direction, or financial health that would warrant a change in investment recommendation. Therefore, a "hold" recommendation is appropriate, maintaining existing positions based on broader company fundamentals rather than this specific transaction.

Keywords

Okta, OKTA, Insider Sale, Form 4, Brett Tighe, CFO, 10b5-1 Plan, Stock Transaction, Equity Sale