Okta, Inc. Class A Common Stock

Core operations · Operational disruption and business continuity

Our continued growth depends, in part, on the ability of our existing and potential customers to access our platforms 24 hours a day, seven days a week, without interruption or degradation of performance.

Human capital and workforce · Key personnel dependence and succession

Our success depends largely upon the continued services of our executive officers and other key employees...The loss of one or more of our executive officers or key employees, and any failure to have in place and execute an effective succession plan for key executives, could harm our business.

Technology infrastructure · Network connectivity and telecommunications

While we rely on third-party information technology systems, broadband and other communications systems and service providers to assist in providing access to our platforms...If a service provider fails to provide sufficient capacity to support our platforms or otherwise experiences service outages.

Cybersecurity and data protection · Data privacy and protection regulations

Any actual or perceived failure by us, our third-party service providers or our customers to comply with new or existing laws, regulations or other requirements relating to the privacy, security and processing of personal information could adversely affect our business, results of operations or financial condition.

Digital transformation and innovation · Technology obsolescence and evolution

The industry in which we compete is characterized by rapid technological change, frequent introductions of new solutions and evolving industry standards...Any delay or failure in the introduction of new or enhanced solutions that gain market acceptance could harm our business.

Technology infrastructure · Technology systems and infrastructure failure

Interruptions or performance problems that impact the functionality of our technology, systems or infrastructure could result in delays in the deployment of our platforms.

Digital transformation and innovation · Integration and interoperability

If we are unable to ensure that our solutions integrate or interoperate with a variety of operating systems, platforms, services, software applications devices, mobile phones and other hardware form factors that are developed by others, our platforms may become less competitive.

Geopolitical and trade · International conflicts and tensions

geopolitical events...could continue to lead to increased market volatility, decreased consumer confidence and diminished growth expectations in the U.S. economy and abroad.

Social and demographic · Stakeholder activism and pressure

actions and investment positions taken by institutional and other stockholders, including activist investors...could affect the market price of our Class A common stock.

Geopolitical and trade · Government funding and budget changes

Changes in fiscal or contracting policies or reductions in government spending or workforce could adversely affect the funding for and purchases of our platforms and, in turn, could negatively impact our revenue and future growth.

Natural and catastrophic events · Force majeure and business interruption

Communications systems and infrastructure could be damaged or interrupted at any time due to a major catastrophic event such as an earthquake, hurricane, fire or flood; power loss or a telecommunications failure; an unauthorized or malicious act such as a cyber-attack, war or terrorist attack.

Natural and catastrophic events · Natural disasters and extreme weather

Natural disasters or other catastrophic events may cause damage or disruption to our operations, international commerce and the global economy, and thus could harm our business. We have a large employee presence in San Francisco, California, and the west coast of the United States contains active earthquake and wildfire zones which have the potential to disrupt our business.

Geopolitical and trade · Trade policies tariffs and sanctions

changes in trade policies, trade restrictions, economic sanctions or the threat of such actions...could result in reductions in spending on our platforms by our existing and prospective customers.

Market position and competition · Competitive pressure and market share loss

We face intense competition, especially from larger, well-established companies, and we may lack sufficient financial or other resources to maintain or improve our competitive position.

Market position and competition · Market cyclicality and demand volatility

We may experience quarterly fluctuations in our results of operations due to a number of factors that make our future results difficult to predict...fluctuations in demand for, or pricing of, our platforms, including as a result of macroeconomic conditions or competition.

Innovation and product development · Time to market and commercialization risks

If any of our competitors implements new technologies before we are able to implement them, those competitors may be able to provide more effective solutions than ours at lower prices.

Strategic execution · Joint venture and partnership risks

Our growth depends, in part, on the success of our strategic relationships with third parties, such as channel partners...If we are unsuccessful in establishing or maintaining our relationships with third parties, our ability to grow our revenue could be impaired.

Legal and litigation · Intellectual property disputes

We have in the past and may, in the future, be subject to infringement claims, which could result in significant damage awards that could harm our results of operations.

Tax and financial reporting · Financial reporting and accounting standards

Changes in existing accounting or taxation rules or practices, new accounting pronouncements or taxation rules, or varying interpretations of current accounting pronouncements or taxation practice could harm our results of operations.

Stakeholder relations · Investor relations and market confidence

If we fail to meet or exceed such expectations for these or any other reasons, the market price of our Class A common stock could fall substantially, and we could face costly lawsuits, including securities class action suits.