STOCK TITAN

Oklo (OKLO) co-founder Caroline Cochran sells 200,000 shares, keeps large stake

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Oklo Inc. director and Co-Founder/COO Caroline Cochran reported net open-market sales of 200,000 shares of Class A Common Stock on April 1, 2026. The trades were executed in multiple transactions at weighted average prices ranging from about $47.99 to $51.79 per share under a Rule 10b5-1 trading plan adopted on March 31, 2025.

After these sales, Cochran directly holds 658,039 Class A shares. Additional shares are held indirectly through vehicles such as the Caroline Cochran GRAT, which holds 689,479 shares, and family-related trusts and GRATs associated with Cochran and her spouse, including 7,583,085 shares held by the Caroline DeWitte Family Trust.

Positive

  • None.

Negative

  • None.

Insights

Planned insider sale of 200,000 Oklo shares, sizeable but partial.

Caroline Cochran, Oklo’s Co-Founder, COO, director and 10% owner, reported open-market sales totaling 200,000 Class A shares on April 1, 2026. Transactions were coded as sales and executed at weighted average prices between roughly $47.99 and $51.79 per share.

A key detail is that these dispositions were made under a pre-arranged Rule 10b5-1 plan adopted on March 31, 2025, which typically indicates a scheduled, rather than opportunistic, trading program. Following the sales, Cochran still holds 658,039 shares directly, plus large indirect positions through GRATs and family trusts.

From an investment perspective, this looks like a structured liquidity event by a founder-level insider who retains substantial exposure. The lack of derivative exercises or option grants in this filing, and the continued large indirect holdings, point to routine portfolio management rather than a fundamental shift in commitment.

Insider Cochran Caroline
Role Co-Founder, COO
Sold 200,000 shs ($10.07M)
Type Security Shares Price Value
Sale Class A Common Stock 13,473 $48.41 $652K
Sale Class A Common Stock 10,516 $49.58 $521K
Sale Class A Common Stock 9,068 $50.93 $462K
Sale Class A Common Stock 26,943 $51.20 $1.38M
Sale Class A Common Stock 40,000 $50.50 $2.02M
Sale Class A Common Stock 13,473 $48.41 $652K
Sale Class A Common Stock 10,516 $49.58 $521K
Sale Class A Common Stock 9,068 $50.93 $462K
Sale Class A Common Stock 26,943 $51.20 $1.38M
Sale Class A Common Stock 40,000 $50.50 $2.02M
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 704,566 shares (Direct); Class A Common Stock — 689,479 shares (Indirect, By Caroline Cochran GRAT)
Footnotes (1)
  1. The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted on March 31, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.99- $48.98 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. For more information about the equity of the Issuer held by the Reporting Person, please see the Issuer's most recent definitive proxy statement filed with the Securities and Exchange Commission. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.00- $50.00 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.54- $51.01 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.02- $51.79 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.01- $50.86 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.99- $48.98 inclusive. The Reporting Person's spouse 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. Represents securities held by the Reporting Person's spouse. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.00- $50.00 inclusive. The Reporting Person's spouse 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.54- $51.01 inclusive. The Reporting Person's spouse 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.02- $51.79 inclusive. The Reporting Person's spouse 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.01- $50.86 inclusive. The Reporting Person's spouse 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. Represents securities beneficially owned by the Reporting Person's spouse.
Shares sold 200,000 shares Net open-market sales on April 1, 2026
Sample sale price $48.41 per share One reported weighted average sale price for Class A stock
Highest reported sale price $51.20 per share Weighted average price for one transaction group
Direct holdings after sale 658,039 shares Class A Common Stock held directly by Cochran after trades
Caroline Cochran GRAT holdings 689,479 shares Class A shares held indirectly by Caroline Cochran GRAT
Caroline DeWitte Family Trust holdings 7,583,085 shares Indirect Class A holdings via family trust
Jacob DeWitte Family Trust holdings 7,851,901 shares Indirect Class A holdings via spouse’s family trust
Rule 10b5-1 plan adoption date March 31, 2025 Plan governing April 1, 2026 share sales
Rule 10b5-1 plan regulatory
"The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted"
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.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
GRAT financial
"nature_of_ownership": "By Caroline Cochran GRAT""
beneficially owned financial
"Represents securities beneficially owned by the Reporting Person's spouse."
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
SEC Form 4
FORM 4UNITED 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).
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*
Cochran Caroline

(Last)(First)(Middle)
C/O OKLO INC.
3190 CORONADO DR.

(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)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Co-Founder, COO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/01/2026S(1)13,473D$48.41(2)704,566(3)D
Class A Common Stock04/01/2026S(1)10,516D$49.58(4)694,050(3)D
Class A Common Stock04/01/2026S(1)9,068D$50.93(5)684,982(3)D
Class A Common Stock04/01/2026S(1)26,943D$51.2(6)658,039(3)D
Class A Common Stock04/01/2026S(1)40,000D$50.5(7)689,479(3)IBy Caroline Cochran GRAT
Class A Common Stock7,583,085(3)IBy the Caroline DeWitte Family Trust
Class A Common Stock1,000,000(3)IBy Caroline DeWitte GRAT No. 2
Class A Common Stock474,011(3)IBy Caroline DeWitt GRAT No. 3
Class A Common Stock04/01/2026S(1)13,473D$48.41(8)738,060(3)IBy Jacob DeWitte(9)
Class A Common Stock04/01/2026S(1)10,516D$49.58(10)727,544(3)IBy Jacob DeWitte(9)
Class A Common Stock04/01/2026S(1)9,068D$50.93(11)718,476(3)IBy Jacob DeWitte(9)
Class A Common Stock04/01/2026S(1)26,943D$51.2(12)691,533(3)IBy Jacob DeWitte(9)
Class A Common Stock04/01/2026S(1)40,000D$50.5(13)656,483(3)IBy Jacob DeWitte GRAT(14)
Class A Common Stock7,851,901(3)IBy the Jacob DeWitte Family Trust(14)
Class A Common Stock1,000,000(3)IBy Jacob DeWitte GRAT No. 2(14)
Class A Common Stock506,807(3)IBy Jacob DeWitte GRAT No.3
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 $47.99- $48.98 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. For more information about the equity of the Issuer held by the Reporting Person, please see the Issuer's most recent definitive proxy statement filed with the Securities and Exchange Commission.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.00- $50.00 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.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.54- $51.01 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.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.02- $51.79 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.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.01- $50.86 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.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.99- $48.98 inclusive. The Reporting Person's spouse 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.
9. Represents securities held by the Reporting Person's spouse.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.00- $50.00 inclusive. The Reporting Person's spouse 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.
11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.54- $51.01 inclusive. The Reporting Person's spouse 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.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.02- $51.79 inclusive. The Reporting Person's spouse 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.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.01- $50.86 inclusive. The Reporting Person's spouse 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.
14. Represents securities beneficially owned by the Reporting Person's spouse.
Remarks:
/s/ Richard Craig Bealmear, Attorney-in-Fact04/03/2026
** Signature of Reporting PersonDate
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)

FAQ

How many Oklo (OKLO) shares did Caroline Cochran sell in this Form 4?

Caroline Cochran reported net open-market sales of 200,000 shares of Oklo Class A Common Stock. These sales occurred across multiple transactions on April 1, 2026, at weighted average prices ranging from about $47.99 to $51.79 per share.

At what prices did Caroline Cochran’s April 1, 2026 Oklo (OKLO) share sales occur?

The reported prices are weighted averages for grouped trades, with ranges from $47.99–$48.98, $49.00–$50.00, $50.54–$51.01, $51.02–$51.79, and $50.01–$50.86 per share. Each range reflects multiple individual transactions within that band.

How many Oklo (OKLO) shares does Caroline Cochran hold after these transactions?

Following the April 1, 2026 trades, Caroline Cochran directly owns 658,039 Class A shares. She also has significant indirect holdings via GRATs and family trusts, including 689,479 shares in the Caroline Cochran GRAT and 7,583,085 shares in the Caroline DeWitte Family Trust.

Were Caroline Cochran’s Oklo (OKLO) share sales made under a Rule 10b5-1 plan?

Yes. A footnote states the sales were effected under a Rule 10b5-1 plan adopted on March 31, 2025. Such plans pre-schedule trades, indicating the timing of sales is pre-arranged rather than based on short-term market developments.

Do family trusts and GRATs appear in this Oklo (OKLO) Form 4 filing?

Yes. The filing lists indirect holdings through entities such as the Caroline Cochran GRAT, the Caroline DeWitte Family Trust, the Jacob DeWitte Family Trust, and several GRATs. These entities collectively hold millions of Oklo shares associated with Cochran and her spouse.

Does this Oklo (OKLO) Form 4 include any stock option exercises or derivative transactions?

No. The transaction summary shows no derivative exercises or derivative transactions. All reported trades are non-derivative Class A Common Stock sales, with zero exercise count and zero exercise shares recorded in the filing’s transaction summary.