Okta (OKTA) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 18, 2026, with virtual participation available to all shareholders.

• Shareholders are encouraged to review proxy materials and vote by June 17, 2026.

Voting matters and shareholder proposals

• Election of two Class III directors, Anthony Bates and David Schellhase, to serve until the 2029 Annual Meeting.

• Ratification of Ernst & Young LLP as independent auditor for the fiscal year ending January 31, 2027.

• Advisory vote on executive compensation (say-on-pay).

• Approval of an amendment to the 2017 Equity Incentive Plan.

• Proxies may vote on other matters arising at the meeting.

Board of directors and corporate governance

• Board recommends voting in favor of all proposals, including director nominees and compensation matters.