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Oklo (OKLO) CEO moves 1.96M Class A shares among family trusts

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Oklo Inc. director and CEO Jacob DeWitte reported internal transfers of Class A common stock among family-related entities. On March 30, 2026, 506,807 shares were distributed from the Jacob DeWitte GRAT to the Jacob DeWitte Family Trust and 474,011 shares from the Caroline Cochran GRAT to the Caroline DeWitte Family Trust as annuity distributions.

On March 31, 2026, those same 506,807 shares and 474,011 shares were contributed to new vehicles, the Jacob DeWitte GRAT No. 3 and Caroline DeWitte GRAT No. 3, respectively. All transactions were coded as "J" (other acquisition or disposition) at a reported price of $0.00 per share, indicating administrative movements rather than open-market buying or selling.

Positive

  • None.

Negative

  • None.
Insider DeWitte Jacob
Role Co-Founder, CEO
Type Security Shares Price Value
Other Class A Common Stock 506,807 $0.00 --
Other Class A Common Stock 474,011 $0.00 --
Other Class A Common Stock 506,807 $0.00 --
Other Class A Common Stock 474,011 $0.00 --
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 — 506,807 shares (Indirect, By Jacob DeWitte GRAT No. 3); Class A Common Stock — 751,533 shares (Direct)
Footnotes (1)
  1. On March 30, 2026, 506,807 shares were distributed to the Jacob DeWitte Family Trust as an annuity distribution pursuant to the terms of the Jacob DeWitte GRAT, the Reporting Person's grantor retained annuity trust. On March 31, 2026, the same 506,807 shares held by the Jacob DeWitte Family Trust were contributed to the Jacob DeWitte GRAT No. 3 in connection with the funding of the Jacob DeWitte GRAT No. 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. On March 30, 2026, 474,011 shares were distributed to the Caroline DeWitte Family Trust as an annuity distribution pursuant to the terms of the Caroline Cochran GRAT, the Reporting Person's spouse's grantor retained annuity trust. On March 31, 2026, the same 474,011 shares held by the Caroline DeWitte Family Trust were contributed to the Caroline DeWitte GRAT No.3 in connection with the funding of the Caroline DeWitte GRAT No. 3. Represents securities beneficially owned by the Reporting Person's spouse. Represents securities held by the Reporting Person's spouse.
Shares moved for Jacob DeWitte GRAT 506,807 shares Distributed on March 30, 2026 and contributed on March 31, 2026
Shares moved for Caroline Cochran GRAT 474,011 shares Distributed on March 30, 2026 and contributed on March 31, 2026
Total restructuring transactions 1,961,636 shares RestructuringShares in transaction summary
Direct holdings after transactions 751,533 shares Class A common stock held directly as of March 30, 2026
Jacob DeWitte Family Trust holdings 7,851,901 shares Class A common stock held indirectly after March 30, 2026
Caroline DeWitte Family Trust holdings 7,583,085 shares Class A common stock held indirectly after March 30, 2026
Jacob DeWitte GRAT No. 2 holdings 1,000,000 shares Class A common stock held indirectly as of March 30, 2026
Transaction price per share $0.00 per share All reported J-code share movements
grantor retained annuity trust financial
"the Reporting Person's grantor retained annuity trust"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
annuity distribution financial
"shares were distributed to the ... Family Trust as an annuity distribution"
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.
indirect ownership financial
"ownership_type": "indirect","ownership_code": "I""
other acquisition or disposition financial
"transaction_code_description": "Other acquisition or disposition""
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*
DeWitte Jacob

(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, CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026
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 Stock03/30/2026J(1)506,807A$07,851,901(2)IBy the Jacob DeWitte Family Trust
Class A Common Stock03/31/2026J(1)506,807A$0506,807(2)IBy Jacob DeWitte GRAT No. 3
Class A Common Stock751,533(2)D
Class A Common Stock696,483(2)IBy Jacob DeWitte GRAT
Class A Common Stock1,000,000(2)IBy Jacob DeWitte GRAT No. 2
Class A Common Stock03/30/2026J(3)474,011A$07,583,085IBy the Caroline DeWitte Family Trust(4)
Class A Common Stock03/31/2026J(3)474,011A$0474,011IBy Caroline Cochran GRAT No.3(4)
Class A Common Stock718,039IBy Caroline Cochran(5)
Class A Common Stock729,479IBy Caroline Cochran GRAT(4)
Class A Common Stock1,000,000IBy Caroline DeWitte GRAT No. 2(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. On March 30, 2026, 506,807 shares were distributed to the Jacob DeWitte Family Trust as an annuity distribution pursuant to the terms of the Jacob DeWitte GRAT, the Reporting Person's grantor retained annuity trust. On March 31, 2026, the same 506,807 shares held by the Jacob DeWitte Family Trust were contributed to the Jacob DeWitte GRAT No. 3 in connection with the funding of the Jacob DeWitte GRAT No. 3.
2. 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.
3. On March 30, 2026, 474,011 shares were distributed to the Caroline DeWitte Family Trust as an annuity distribution pursuant to the terms of the Caroline Cochran GRAT, the Reporting Person's spouse's grantor retained annuity trust. On March 31, 2026, the same 474,011 shares held by the Caroline DeWitte Family Trust were contributed to the Caroline DeWitte GRAT No.3 in connection with the funding of the Caroline DeWitte GRAT No. 3.
4. Represents securities beneficially owned by the Reporting Person's spouse.
5. Represents securities held by the Reporting Person's spouse.
Remarks:
/s/ Richard Craig Bealmear, Attorney-in-Fact04/01/2026
** 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

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

Oklo reported that CEO Jacob DeWitte moved Class A common shares among family-related trusts and grantor retained annuity trusts. The Form 4 shows internal transfers coded as transaction type J at $0.00 per share, rather than open-market purchases or sales.

How many Oklo (OKLO) shares were transferred in the reported trust movements?

The filing shows 506,807 shares moved between the Jacob DeWitte GRAT and related family trust structures, and 474,011 shares moved between similar structures for his spouse. In total, restructuring transactions cover 1,961,636 shares of Oklo Class A common stock.

Were any Oklo (OKLO) shares bought or sold on the market in this Form 4?

No market buys or sells are indicated. All reported entries use code J for “other acquisition or disposition” with a transaction price of $0.00 per share, reflecting share movements among family trusts and grantor retained annuity trusts, not open-market trading activity.

How are the Oklo (OKLO) shares held after these insider trust transactions?

After the transfers, holdings include 506,807 shares in the Jacob DeWitte GRAT No. 3 and 474,011 shares in the Caroline DeWitte GRAT No. 3. Additional indirect positions remain in various GRATs and family trusts, alongside 751,533 shares held directly by Jacob DeWitte.

What does transaction code J mean in the Oklo (OKLO) Form 4?

Transaction code J signifies “other acquisition or disposition,” typically used for non-standard movements that are not straightforward buys or sells. In this case, it applies to zero-price transfers between the DeWitte and Cochran family grantor retained annuity trusts and related family trusts.
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