Form 4: Okta CLO Larissa Schwartz Executes Stock Sale

Okta Chief Legal Officer Larissa Schwartz sold 24,971 shares of Class A Common Stock via a pre-arranged 10b5-1 trading plan.

Summary

• Larissa Schwartz, Chief Legal Officer and Corporate Secretary of Okta, Inc., sold a total of 24,971 shares of Class A Common Stock.
• The transactions occurred on June 2, 2026, at weighted average prices ranging from $129.90 to $136.62 per share.
• The sales were executed pursuant to a Rule 10b5-1 trading plan adopted on July 3, 2025.
• Following these transactions, the reporting person retains 23,477 shares of Class A Common Stock.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event; it is a routine administrative disclosure of pre-planned executive stock liquidation.

Positives

• The sale was conducted under a pre-established Rule 10b5-1 trading plan, which is a standard mechanism for executives to sell shares without triggering insider trading concerns.

Negatives

• The transaction represents a significant reduction in the executive's direct equity stake in the company.

Risks

• Continued reliance on Rule 10b5-1 plans by key executives may signal to the market a lack of long-term holding conviction at current price levels.

Future Outlook

No specific forward-looking guidance regarding company performance was provided in this filing, as it is a standard disclosure of insider transaction activity.

Management Comments

• The reporting person has committed to providing full information regarding the number of shares sold at each separate price within the reported ranges upon request.

Industry Context

StockSavvy.ai notes that executive stock sales via 10b5-1 plans are common in the technology sector and generally do not reflect a change in corporate strategy or operational health, but rather personal financial planning.

Comparison to Industry Standards

• The use of Rule 10b5-1 plans is the industry standard for C-suite executives at major SaaS companies like Salesforce, CrowdStrike, and Microsoft to manage equity liquidation.
• The volume of shares sold is consistent with typical executive compensation vesting and liquidity schedules for a company of Okta's market capitalization.

Stakeholder Impact

• Shareholders should view this as a routine liquidity event for the executive rather than a signal of company performance.

Next Steps

• Future vesting of remaining Restricted Stock Units (RSUs) as per the established schedule.

Key Dates

Keywords

Okta, OKTA, Insider Trading, Form 4, Executive Compensation, Corporate Governance, Rule 10b5-1