Oklo Inc. (OKLO) legal chief offloads 223 shares to cover RSU taxes

Rhea-AI Filing Summary

Oklo Inc. (OKLO) officer Vivek Narayanadas, General Counsel & Secretary, reported selling 223 shares of Class A Common Stock on 2026-08-25 at $40.80 per share. According to the footnote, the sale was a non-discretionary "sell to cover" for tax withholding on RSU vesting. Following this, he held 7,599 shares directly and 5,000 shares indirectly through a joint account with his spouse. The filing affirms use of a Rule 10b5-1 plan.

Insider Trade Summary 10b5-1

Net Seller: 223 shares

Net Sell 2 txns

Insider Narayanadas Vivek

Role General Counsel & Secretary

Sold 223 shs ($9K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1	223	$40.80	$9K
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 7,599 shares (Direct); Class A Common Stock — 5,000 shares (Indirect, Joint account with spouse)

Footnotes (1)

1. F1. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of the RSUs. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

Key Figures

Shares sold: 223 shares of Class A Common Stock Sale price per share: $40.80 per share Direct holdings after transaction: 7,599 shares +2 more

5 metrics

Shares sold 223 shares of Class A Common Stock Sale on 2026-08-25 to cover tax withholding

Sale price per share $40.80 per share Price for 223 shares sold on 2026-08-25

Direct holdings after transaction 7,599 shares Class A Common Stock held directly after sale

Indirect holdings after transaction 5,000 shares Held through joint account with spouse after transaction

Net insider share change -223 shares Net buy/sell shares reported in transaction summary

Key Terms

Rule 10b5-1 plan, sell to cover, restricted stock units (RSUs), indirect ownership

4 terms

Rule 10b5-1 plan regulatory

"The filing’s Rule 10b5-1 checkbox is marked"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

sell to cover financial

"to be funded by a "sell to cover" transaction"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

restricted stock units (RSUs) financial

"in connection with the vesting and settlement of the RSUs"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

indirect ownership financial

"Indirect ownership via a joint account with spouse"

FAQ

What insider transaction did OKLO officer Vivek Narayanadas report?

Vivek Narayanadas reported a sale of 223 shares of Oklo Inc. Class A Common Stock on 2026-08-25 at $40.80 per share. The sale was described as a non-discretionary "sell to cover" transaction for tax withholding related to RSU vesting.

Was the OKLO insider sale by Vivek Narayanadas discretionary?

No. The filing states the 223-share sale was to cover tax withholding obligations in connection with RSU vesting and was funded by a "sell to cover" transaction, which the footnote explains does not represent a discretionary transaction by the reporting person.

How many OKLO shares does Vivek Narayanadas hold after this Form 4 transaction?

After the reported sale, Vivek Narayanadas held 7,599 shares of Oklo Inc. Class A Common Stock directly and 5,000 shares indirectly through a joint account with his spouse, as disclosed in the ownership lines of the Form 4.

At what price were the OKLO shares sold in this Form 4 filing?

The Form 4 reports that 223 shares of Oklo Inc. Class A Common Stock were sold at a price of $40.80 per share on 2026-08-25, with the transaction executed as part of a non-discretionary sell-to-cover for tax withholding.

Is the OKLO Form 4 transaction under a Rule 10b5-1 plan?

Yes. The filing’s Rule 10b5-1 checkbox is marked, indicating the reported transactions were effected under a Rule 10b5-1 plan, which is a pre-arranged trading plan for insiders.

What type of shares are involved in the OKLO Form 4 for Vivek Narayanadas?

The transactions involve Class A Common Stock of Oklo Inc. The sale of 223 shares and the reported 7,599 direct and 5,000 indirect holdings all relate to this same security class.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/27/2026 - 04:35 PM Accepted by SEC EDGAR 08/27/2026 - 04:34 PM Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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^*

Narayanadas Vivek

(Last) (First) (Middle)

C/O OKLO INC.

3190 CORONADO DRIVE

(Street)

SANTA CLARA CALIFORNIA 95054

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel & Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2026

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

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

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

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	08/25/2026		S(1)		223	D	$40.8	7,599	D
Class A Common Stock								5,000	I	Joint account with spouse

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. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of the RSUs. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

Remarks:

	/s/ Richard Craig Bealmear, Attorney-in-Fact	08/27/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)