UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On April 22, 2026, Okta, Inc. (the “Company”) announced that Larissa Schwartz intends to leave her role as Chief Legal Officer and Corporate Secretary effective as of July 31, 2026.
In connection with Ms. Schwartz’s expected departure, the Company and Ms. Schwartz have entered into a transition and separation agreement dated April 21, 2026, pursuant to which she will (i) continue employment in her current role through July 31, 2026 and be paid her current annual base salary and (ii) thereafter continue employment as a senior advisor to the Company through January 31, 2027 and be paid a base salary of $21,483 per month. During her continued employment through January 31, 2027, Ms. Schwartz will also continue to be eligible for benefits and vest into Company equity awards in accordance with their terms. In addition, Ms. Schwartz will be eligible to receive a lump-sum severance payment equal to nine months of her current base salary, subject to her execution and non-revocation of a release of claims.
The foregoing summary of the material terms of the transition and separation agreement with Ms. Schwartz is qualified in its entirety by the complete terms of the agreement, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending April 30, 2026.
Item 9.01 - Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number |
Description | |
| 104 | Cover Page Interactive Data File-the cover page XBRL tags are embedded within the Inline XBRL document | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 22nd day of April 2026.
| Okta, Inc. | ||
| By: | /s/ Brett Tighe | |
| Name: | Brett Tighe | |
| Title: | Chief Financial Officer | |
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|
(Principal Financial Officer) | |