01—Abstract
Summary
Summary of the 8-K filed January 5, 2026. Cited figures are marked; the original filing is the authoritative source.
On January 5, 2026, Okta, Inc. (Nasdaq: OKTA) reported in a Form 8-K that its board of directors approved a share repurchase program authorizing the purchase of up to $1 billiona of its Class A Common Stock, effective immediately.
The filing states that the program was announced in a press release attached as Exhibit 99.1, and that the company views its shares as undervalued and sees the program as reflecting confidence in its business and long-term opportunities. According to the press release, Okta expects to fund repurchases with existing cash balances and cash flow from operations. Repurchases may be made in the open market, in privately negotiated transactions, or otherwise, with amount and timing at Okta's discretion depending on market conditions and corporate needs.
Open market purchases are to follow applicable federal securities laws, including the pricing and volume requirements of Rule 10b-18, and Okta may use Rule 10b5-1 plans. The program has no fixed expiration date and does not obligate Okta to buy any particular amount of stock.
The board may modify, suspend, or terminate it at any time. The filing does not provide any repurchase amounts completed to date or any financial results.
02—Key points
Key Highlights
- Board approved a share repurchase program authorizing up to $1 billion of Class A Common Stock, effective immediately.
- Okta states it expects to fund repurchases with existing cash balances and cash flow from operations.
- Management says the program reflects confidence in the business and a view that its shares are undervalued.
- Repurchases may occur in the open market, in privately negotiated transactions, or otherwise, at Okta's discretion.
- Open market purchases will follow Rule 10b-18 pricing and volume requirements, and Okta may use Rule 10b5-1 plans.
- The program has no fixed expiration date and imposes no obligation to buy a specific amount of stock.
- The board may modify, suspend, or terminate the program at any time.
03—Questions
Frequently Asked Questions
How large is the new share repurchase program?
The board authorized Okta to purchase up to $1 billion of its Class A Common Stock, effective immediately on January 5, 2026.
How does Okta plan to pay for the repurchases?
According to the press release attached as Exhibit 99.1, Okta expects to fund repurchases with existing cash balances and cash flow from operations.
Does the program require Okta to buy a set amount of stock by a deadline?
No. The program has no fixed expiration date and does not obligate Okta to acquire any particular amount of Class A Common Stock. The board can modify, suspend, or terminate it at any time.
Why is Okta repurchasing shares?
The press release states that the program underscores Okta's confidence in its business and long-term opportunities, and that management views its shares as undervalued.
How will the repurchases be executed?
Repurchases may be made in the open market, in privately negotiated transactions, or otherwise. Open market purchases will follow Rule 10b-18 pricing and volume requirements, and Okta may enter into Rule 10b5-1 plans from time to time.
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