Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information and Holders
Our Class A common stock has been listed on the Nasdaq Global Select Market under the symbol “OKTA” since April 7, 2017. Prior to that date, there was no public trading market for our Class A common stock. Our Class B common stock is not listed or traded on any stock exchange.
As of February 27, 2026, we had 46 holders of record of our Class A common stock and 15 holders of record of our Class B common stock. The actual number of Class A beneficial stockholders is substantially greater than the number of holders of record because a large portion of our Class A common stock is held in street name by brokers and other nominees.
Dividend Policy
We have never declared or paid cash dividends on our capital stock. We currently intend to retain any future earnings for use in the operation of our business and do not intend to declare or pay any cash dividends in the foreseeable future. Any further determination to pay dividends on our capital stock will be at the discretion of our board of directors (our “board”), subject to applicable laws, and will depend on our financial condition, results of operations, capital requirements, general business conditions and other factors that our board considers relevant.
Issuer Purchases of Equity Securities
Share repurchases of our Class A common stock for the three months ended January 31, 2026 were as follows:
Period
Total Number of Shares Purchased
(in thousands)
Average Price Paid Per Share (1)
Total Number of Shares Purchased as Part of Publicly Announced Program
(in thousands)
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (2)
(in millions)
November 1 - 30
— $ 0.00 — $ —
December 1 - 31
— 0.00 — —
January 1 - 31
875 90.64 875 921
Fourth Quarter 2026
875 $ 90.64 875 $ 921
(1) Includes related commissions.
(2) On January 5, 2026, our board authorized a program to repurchase up to $1 billion of our common stock. See Note 1 1 to our consolidated financial statements “Stockholders’ Equity” for additional information.
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Stock Performance Graph
This performance graph shall not be deemed “soliciting material” or to be “filed” with the Securities and Exchange Commission (“SEC”) for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of Okta, Inc. under the Securities Act of 1933, as amended (“Securities Act”) or the Exchange Act.
The following graph shows a five-year comparison of cumulative total return (equal to dividends plus stock appreciation) for our Class A common stock, the Standard & Poor’s 500 Index (“S&P 500 Index”) and Standard & Poor’s Information Technology Index (“S&P 500 Information Technology Index”). All values assume a $100 initial investment, and data for the S&P 500 Index and S&P 500 Information Technology Index assume reinvestment of dividends. The comparisons are based on historical data and are not indicative of, nor intended to forecast, the future performance of our Class A common stock.
Company/Index 1/31/2021 1/31/2022 1/31/2023 1/31/2024 1/31/2025 1/31/2026
Okta $ 100 $ 76 $ 28 $ 32 $ 36 $ 33
S&P 500 Index 100 123 113 137 173 201
S&P 500 Information Technology Index 100 126 107 160 204 256
Securities Authorized for Issuance under Equity Compensation Plans
The information required by this item with respect to our equity compensation plans is incorporated by reference to our 2026 Annual Report to Stockholders, which includes our Proxy Statement for the 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended January 31, 2026.
Unregistered Sales of Equity Securities
None.
Item 6. [Reserved]
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OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS