Oklo (OKLO) CEO and family entities sell 200,000 shares under plan

Rhea-AI Filing Summary

Oklo Inc. director and CEO Jacob DeWitte reported open-market sales of 200,000 shares of Class A Common Stock on March 2, 2026, under a Rule 10b5-1 trading plan adopted on March 31, 2025.

The transactions included both direct sales and indirect sales through a GRAT and securities held or beneficially owned by his spouse and related trusts. After these trades, he continued to hold 688,196 shares directly, with additional indirect holdings reported through various family entities.

Insights

Equity ownership and insider-trading analyst

Planned net sale of 200,000 Oklo shares by CEO and related entities.

Oklo Inc. CEO and director Jacob DeWitte reported open-market sales totaling 200,000 shares of Class A Common Stock on March 2, 2026. The sales were executed at weighted-average prices generally between $60.00 and $64.87 per share.

The filing states these trades were made under a pre-established Rule 10b5-1 trading plan adopted on March 31, 2025, which is designed to systematize sales and reduce discretion. Transactions involved both DeWitte’s direct holdings and indirect positions through a GRAT and securities held or beneficially owned by his spouse and related family trusts.

Following the reported sales, DeWitte retained 688,196 shares in direct ownership, and the filing lists additional indirect holdings, including interests held by GRATs and family trusts. The net effect is a planned reduction of his exposure by 200,000 shares, while maintaining substantial direct and indirect ownership. Overall impact is neutral, as the activity is structured under a disclosed trading plan.

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^*

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)
03/02/2026

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	03/02/2026		S(1)		5,951	D	$60.4413(2)	742,246(3)	D
Class A Common Stock	03/02/2026		S(1)		16,670	D	$61.495(4)	725,576(3)	D
Class A Common Stock	03/02/2026		S(1)		9,329	D	$62.5036(5)	716,247(3)	D
Class A Common Stock	03/02/2026		S(1)		24,211	D	$63.696(6)	692,036(3)	D
Class A Common Stock	03/02/2026		S(1)		3,840	D	$64.0572(7)	688,196(3)	D
Class A Common Stock	03/02/2026		S(1)		40,000	D	$64.3271(8)	1,310,000(3)	I	By Jacob DeWitte GRAT
Class A Common Stock								1,000,000	I	By Jacob DeWitte GRAT No. 2
Class A Common Stock								7,851,901	I	By the Jacob DeWitte Family Trust
Class A Common Stock	03/02/2026		S(1)		5,950	D	$60.4413(2)	733,073(3)	I	By Caroline Cochran(9)
Class A Common Stock	03/02/2026		S(1)		16,670	D	$61.495(4)	716,403(3)	I	By Caroline Cochran(9)
Class A Common Stock	03/02/2026		S(1)		9,330	D	$62.5036(5)	707,073(3)	I	By Caroline Cochran(9)
Class A Common Stock	03/02/2026		S(1)		24,210	D	$63.696(6)	682,863(3)	I	By Caroline Cochran(9)
Class A Common Stock	03/02/2026		S(1)		3,839	D	$64.0572(7)	679,024(3)	I	By Caroline Cochran(9)
Class A Common Stock	03/02/2026		S(1)		40,000	D	$64.3271(8)	1,310,000(3)	I	By Caroline Cochran GRAT(10)
Class A Common Stock								1,000,000	I	By Caroline DeWitte GRAT No. 2(10)
Class A Common Stock								7,583,085	I	By the Caroline DeWitte Family Trust(10)

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 $60.00 - $61.00 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.

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 $61.10 $62.00 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 $62.01- $63.01 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 $63.02 - $64.02 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 $64.02- $64.71 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 $64.01- $64.87 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.

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

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

Remarks:

	/s/ Richard Craig Bealmear, Attorney-in-Fact	03/04/2026
	** 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.

FAQ

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

Oklo reported that CEO and director Jacob DeWitte executed open-market sales totaling 200,000 shares of Class A Common Stock on March 2, 2026. The trades were reported as part of a pre-established Rule 10b5-1 trading plan adopted on March 31, 2025.

At what prices were the Oklo (OKLO) insider share sales executed?

The filing shows weighted-average sale prices around the low-to-mid $60s per share, with footnotes stating transactions occurred in multiple trades between $60.00 and $64.87. Exact breakdowns by individual price are available from the company or SEC staff upon request.

Was the Oklo (OKLO) CEO’s sale part of a Rule 10b5-1 trading plan?

Yes. The filing states that the reported sales were effected under a Rule 10b5-1 trading plan adopted on March 31, 2025. Such plans pre-schedule trades, aiming to separate trading decisions from day-to-day, nonpublic corporate information held by insiders.

How many Oklo (OKLO) shares does Jacob DeWitte still own directly after these sales?

After the reported March 2, 2026 transactions, Jacob DeWitte’s direct ownership stood at 688,196 shares of Oklo Class A Common Stock. The filing also lists additional indirect holdings through a GRAT and family trusts associated with him and his spouse.

Do the Oklo (OKLO) insider sales involve family or trust accounts?

Yes. Besides DeWitte’s direct holdings, the Form 4 reports indirect interests through a Jacob DeWitte GRAT, securities held or beneficially owned by his spouse, and separate GRATs and family trusts. These entities collectively reflect additional indirect ownership positions associated with the CEO.

How significant are the Oklo (OKLO) insider stock sales in this Form 4?

The Form 4 reports net sales of 200,000 shares of Oklo Class A Common Stock by CEO Jacob DeWitte and related entities. While this reduces his exposure, the filing shows he continues to hold a substantial number of shares directly and indirectly through family-related vehicles.