Form 4: Okta Officer Larissa Schwartz Reports Share Transactions

Okta's Chief Legal Officer, Larissa Schwartz, reported the acquisition of 9,572 shares through RSU vesting and the disposition of 27,792 shares, primarily for tax withholding, on March 15, 2026.

Summary

• Larissa Schwartz, Okta's Chief Legal Officer and Corporate Secretary, reported multiple transactions involving Class A Common Stock on March 15, 2026.
• Acquired a total of 9,572 shares of Class A Common Stock through the vesting of Restricted Stock Units (RSUs).
• Disposed of a total of 27,792 shares of Class A Common Stock, primarily for tax withholding purposes related to RSU vesting.
• Following these transactions, Schwartz beneficially owns 61,202 shares of Class A Common Stock directly.
• Several RSU grants fully vested on March 15, 2026, while others have future vesting schedules, including 8.33% vesting on June 15, 2024, and June 15, 2025, with remaining shares vesting in 11 equal quarterly installments thereafter, subject to continuous employment.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event. The transactions are routine RSU vesting and tax-related sales, which are standard components of executive compensation and do not signal a change in company fundamentals or insider sentiment.

Positives

• Acquisition of 9,572 shares through RSU vesting indicates continued equity participation and alignment of interests with shareholders.
• The vesting of RSUs represents compensation earned by the officer, reflecting performance or tenure.

Negatives

• Disposition of 27,792 shares, primarily for tax withholding, resulted in a net decrease of 18,220 shares in beneficial ownership from the start of the reported transactions to the end.

Future Outlook

The filing indicates future vesting events for certain Restricted Stock Units, with remaining shares vesting in 11 equal quarterly installments after June 15, 2024, and June 15, 2025, respectively, subject to continuous employment.

Industry Context

StockSavvy.ai notes that routine insider transactions, such as RSU vesting and associated tax-related sales, are common occurrences across the technology industry as part of executive compensation packages. These transactions typically do not reflect a change in management's outlook on the company's fundamentals but rather the execution of pre-planned compensation structures.

Stakeholder Impact

• Shareholders: The net decrease in beneficial ownership by an officer, while routine for tax purposes, slightly reduces direct insider alignment, though the underlying RSU vesting demonstrates continued compensation.

Next Steps

• Remaining shares underlying certain RSUs will vest in 11 equal quarterly installments after June 15, 2024, and June 15, 2025, subject to continuous employment.

Key Dates

Recommendation

The filing details routine insider transactions related to RSU vesting and tax withholding. These are standard compensation events and do not provide new fundamental information to warrant a change in investment recommendation. The net disposition is for tax purposes, not a discretionary sale based on a negative outlook.

Keywords

Okta, OKTA, Larissa Schwartz, Insider Trading, Form 4, Restricted Stock Units, RSU Vesting, Share Disposition, Tax Withholding, Corporate Officer