Oklo (OKLO) CEO and 10% owner DeWitte discloses 100,000-share sale

Rhea-AI Filing Summary

Oklo Inc. CEO and co-founder Jacob DeWitte reported insider share sales. On 01/05/2026, he sold 100,000 shares of Oklo Class A common stock in a transaction coded "S" (sale) at a weighted average price of $90.291 per share, executed under a Rule 10b5-1 trading plan adopted on March 31, 2025. The filing notes the shares were sold in multiple trades between $90.00 and $90.75.

After the reported transactions, DeWitte continues to hold Oklo equity both directly and through various trusts and grantor retained annuity trusts, including 928,197 shares held directly. He is identified as a director, 10% owner, and officer (Co-Founder, CEO), underscoring a significant ongoing ownership stake even after these planned sales.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DeWitte Jacob

(Last) (First) (Middle)

C/O OKLO INC.

3190 CORONADO DR.

(Street)

SANTA CLARA CA 95054

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Oklo Inc. [ OKLO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Founder, CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock								928,197	D
Class A Common Stock								7,851,901	I	By the Jacob DeWitte Family Trust
Class A Common Stock								1,000,000	I	By Jacob DeWitte GRAT No. 2
Class A Common Stock	01/05/2026		S(1)		100,000	D	$90.291(2)	1,480,000	I	By Jacob DeWitte GRAT
Class A Common Stock								919,023	I	By Caroline Cochran(3)
Class A Common Stock								7,583,085	I	By the Caroline DeWitte Family Trust(4)
Class A Common Stock								1,000,000	I	By Caroline DeWitte GRAT No. 2(4)
Class A Common Stock	01/05/2026		S(1)		100,000	D	$90.291(2)	1,480,000	I	By Caroline Cochran GRAT(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted on March 31, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.00 to $90.75, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

3. Represents securities held by the Reporting Person's spouse.

4. Represents securities beneficially owned by the Reporting Person's spouse.

	/s/ Richard Craig Bealmear, Attorney-in-Fact	01/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Oklo (OKLO) report for Jacob DeWitte?

The filing shows that Jacob DeWitte, Oklo's Co-Founder, CEO, director and 10% owner, sold 100,000 shares of Oklo Class A common stock on 01/05/2026 in a transaction coded as a sale ("S").

At what price did Jacob DeWitte sell Oklo (OKLO) shares?

The reported weighted average sale price was $90.291 per share. The shares were sold in multiple transactions at prices ranging from $90.00 to $90.75, as disclosed in the explanation of responses.

Was the Oklo (OKLO) insider sale made under a Rule 10b5-1 plan?

Yes. The filing states that the sales were effected pursuant to a Rule 10b5-1 plan that was adopted on March 31, 2025, indicating the trades were pre-arranged under that plan.

How many Oklo (OKLO) shares does Jacob DeWitte still own directly after the sale?

Following the reported transactions, the form lists 928,197 shares of Class A common stock as directly beneficially owned by Jacob DeWitte.

What indirect Oklo (OKLO) holdings are reported for Jacob DeWitte?

The filing reports additional indirect ownership through entities such as the Jacob DeWitte Family Trust, Jacob DeWitte GRAT No. 2, and Jacob DeWitte GRAT, along with securities attributed to his spouse and her related trusts and GRATs.

What roles does Jacob DeWitte hold at Oklo (OKLO) according to this filing?

The form identifies Jacob DeWitte as a director, 10% owner, and officer of Oklo, with the title Co-Founder, CEO, highlighting both his management and significant shareholder status.