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Okta 8-K Report, Financial Results (Aug 26, 2025)

Reports
Earnings & Results·Regulation FD·Other Events+1
Filing Date
Filed August 26, 2025
Period End
August 26, 2025
Security
OKTA
In the record · 2017–202610-K910-Q298-K83

OKTA filed 9 annual reports (10-K), 29 quarterly reports (10-Q) and 83 current reports (8-K) between 2017 and 2026.

  1. Material agreement8-K · Feb ’18Feb ’18
  2. Material agreement8-K · Mar ’21Mar ’21
  3. Leadership change8-K · Apr ’23Apr ’23
  4. Leadership change8-K · Sep ’26Sep ’26

01—Abstract

Summary

Summary of the 8-K filed August 26, 2025. Cited figures are marked; the original filing is the authoritative source.

Okta, Inc. (Nasdaq: OKTA) reported second quarter fiscal 2026 results for the quarter ended July 31, 2025 in Exhibit 99.1.

Total revenue was $728 milliona, up 13% year-over-year, and subscription revenue was $711 million, up 12%. Remaining performance obligations (RPO) were $4.152 billion, up 18%, and current RPO was $2.265 billion, up 13%. GAAP operating income was $41 million, compared with a GAAP operating loss of $19 million a year earlier, and non-GAAP operating income was $202 million, or 28% of total revenue.

GAAP diluted net income per share was $0.37b, and non-GAAP diluted net income per share was $0.91. Operating cash flow was $167 million and free cash flow was $162 million, and cash, cash equivalents and short-term investments totaled $2.858 billion at July 31, 2025. The company guided third-quarter fiscal 2026 total revenue to $728 million to $730 million, representing 9% to 10% growth, and non-GAAP diluted EPS to $0.74 to $0.75.

For full fiscal 2026 it now expects total revenue of $2.875 billion to $2.885 billionc (10% to 11% growth), non-GAAP operating income of $730 million to $740 million, and non-GAAP diluted EPS of $3.33 to $3.38. The company states the announced acquisition of Axiom Security is expected to be immaterial to all guidance metrics. Item 8.01 discloses that the parties to the stockholder derivative litigation entered into a Stipulation and Agreement of Settlement on June 26, 2025, and that on August 18, 2025 the court granted preliminary approval and scheduled a final settlement approval hearing for October 24, 2025.

The stipulation, filed as Exhibit 99.2, provides for corporate governance and internal control reforms and attorneys' fees and expenses of $2,250,000,d subject to court approval. The defendants deny wrongdoing.

02—Key points

Key Highlights

  1. Total revenue of $728 million grew 13% year-over-year; subscription revenue of $711 million grew 12%.
  2. GAAP operating income was $41 million versus a GAAP operating loss of $19 million in the prior-year quarter; non-GAAP operating income was $202 million, or 28% of total revenue.
  3. Operating cash flow of $167 million and free cash flow of $162 million; cash, cash equivalents and short-term investments totaled $2.858 billion.
  4. RPO grew 18% year-over-year to $4.152 billion; current RPO grew 13% to $2.265 billion.
  5. Full-year fiscal 2026 revenue guidance is $2.875 billion to $2.885 billion (10% to 11% growth), and non-GAAP diluted EPS guidance is $3.33 to $3.38.
  6. Third-quarter fiscal 2026 revenue guidance is $728 million to $730 million, representing 9% to 10% growth.
  7. A stockholder derivative settlement received preliminary court approval on August 18, 2025, with a final approval hearing set for October 24, 2025; the $2,250,000 fee and expense amount is subject to court approval.

03—Questions

Frequently Asked Questions

  1. How did Okta perform in the second quarter of fiscal 2026?

    Total revenue was $728 million, up 13% year-over-year, and subscription revenue was $711 million, up 12%. GAAP operating income was $41 million, compared with an operating loss of $19 million a year earlier. Non-GAAP operating income was $202 million, or 28% of total revenue.

  2. What is Okta's updated full-year fiscal 2026 outlook?

    The company now expects total revenue of $2.875 billion to $2.885 billion, representing 10% to 11% growth, non-GAAP operating income of $730 million to $740 million, and non-GAAP diluted net income per share of $3.33 to $3.38. It also expects non-GAAP free cash flow margin of approximately 28%.

  3. What did Okta guide for the third quarter of fiscal 2026?

    Total revenue is expected to be $728 million to $730 million, representing 9% to 10% growth year-over-year, with non-GAAP operating income of $160 million to $162 million and non-GAAP diluted EPS of $0.74 to $0.75.

  4. What is the status of the stockholder derivative litigation settlement?

    The parties signed a Stipulation and Agreement of Settlement on June 26, 2025. On August 18, 2025, the court granted preliminary approval and scheduled a final settlement approval hearing for October 24, 2025. The settlement includes corporate governance and internal control reforms and a $2,250,000 fee and expense amount for plaintiffs' counsel, subject to court approval. The defendants deny all allegations of wrongdoing.

  5. How does the Axiom Security acquisition affect guidance?

    The company states that the announced acquisition of Axiom Security is expected to be immaterial to all guidance metrics.

04—Continue

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