Form 4: Okta Director Jacques Kerrest Reports Routine Stock Transactions and Significant Equity Holdings

Okta, Inc. Director Jacques Frederic Kerrest filed a Form 4 detailing the vesting of Restricted Stock Units and subsequent share disposal for tax purposes, alongside his substantial direct and indirect equity holdings.

Summary

• On June 15, 2025, Okta, Inc. Director Jacques Frederic Kerrest acquired 842 shares of Class A Common Stock through the vesting of Restricted Stock Units (RSUs).
• Concurrently, 261 shares of Class A Common Stock were disposed of on June 15, 2025, likely to cover tax liabilities related to the RSU vesting.
• Following these transactions, Mr. Kerrest directly holds 581 shares of Class A Common Stock.
• He also directly holds 2,528 Restricted Stock Units (RSUs) and an additional 2,832 RSUs, which are set to vest in full on the earlier of June 20, 2025, or the date immediately prior to the Issuer's next regular annual stockholders meeting.
• Mr. Kerrest indirectly holds a substantial amount of Class B Common Stock through a trust, totaling 1,246,431 shares (999,987 + 88,776 + 157,668), each convertible into one share of Class A Common Stock.
• He also holds several tranches of fully vested and exercisable employee stock options, with exercise prices ranging from $39.21 to $274.96 and expiration dates between March 21, 2028, and April 21, 2031, totaling 267,010 shares.

Sentiment

Score: 5

Explanation: The document reports routine insider transactions (RSU vesting and tax-related share disposal) which are neutral in sentiment. It does not indicate any significant positive or negative developments for the company or its stock price.

Positives

• The vesting of Restricted Stock Units indicates a routine compensation event for the director, aligning his interests with the company's performance.
• Significant indirect holdings of Class B Common Stock (1,246,431 shares) through a trust, convertible to Class A, demonstrate substantial long-term alignment with shareholder interests.
• A large number of fully vested and exercisable employee stock options (267,010 shares) provide potential for future value realization.

Negatives

• The disposal of 261 shares for tax withholding purposes reduces the direct share count, which is a common and expected event following RSU vesting.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• The document details the beneficial ownership of Class B Common Stock by a trust (totaling 1,246,431 shares), which represents an indirect holding by the reporting person, Jacques Frederic Kerrest, a director of Okta, Inc.

Stakeholder Impact

• Shareholders: The report provides transparency on a director's equity compensation and holdings, which is standard for corporate governance. The routine nature of the transactions is unlikely to have a material impact on share price or shareholder value.
• Employees: The RSU vesting and option holdings reflect standard equity compensation practices, which are common for executives and can serve as a benchmark for employee equity programs.
• Management: The transactions are part of the director's compensation structure, aligning his interests with the company's performance.

Next Steps

• Remaining Restricted Stock Units (2,832 shares) are expected to vest in full on the earlier of June 20, 2025, or the date immediately prior to Okta's next regular annual stockholders meeting.
• Employee stock options held by Mr. Kerrest have various expiration dates, with the latest being April 21, 2031, indicating potential future exercise.

Key Dates

Keywords

Okta Inc., OKTA, SEC Form 4, Insider Trading, Stock Transaction, Restricted Stock Units, RSU, Employee Stock Options, Director Holdings, Equity Compensation, Beneficial Ownership