Oklo Inc. (OKLO) CFO trades: option exercises and 9,726-share sale

Rhea-AI Filing Summary

Oklo Inc.’s Chief Financial Officer Richard Craig Bealmear reported multiple equity transactions in early February 2026. On February 2 and 3, he exercised stock options for 9,726 and 97,342 shares of Class A common stock at an exercise price of $3.18 per share. On February 2, he sold 9,726 Class A shares at a weighted average price of $76.9295 per share under a Rule 10b5-1 trading plan adopted on September 22, 2025. Following these transactions, he directly held 196,913 Class A common shares and 868,691 stock options, which began vesting on August 1, 2024 and continue to vest in monthly installments.

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^*

Bealmear Richard Craig

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

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	02/02/2026		M		9,726	A	$3.18	206,639	D
Class A Common Stock	02/02/2026		S(1)		9,726	D	$76.9295(2)	196,913	D
Class A Common Stock	02/03/2026		M		97,342	A	$3.18	294,255	D

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
Stock Options	$3.18	02/02/2026		M			9,726	(3)	08/01/2033	Class A Common Stock	9,726	$0	966,033	D
Stock Options	$3.18	02/03/2026		M			97,342	(3)	08/01/2033	Class A Common Stock	97,342	$0	868,691	D

Explanation of Responses:

1. The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted on September 22, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.90 - $77.07, 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. The stock option vested as to 20% of the underlying shares on August 1, 2024 and continues to vest thereafter in 48 substantially equal monthly installments.

	/s/ Richard Craig Bealmear	02/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Oklo (OKLO) report for its CFO in February 2026?

Oklo’s CFO Richard Craig Bealmear exercised stock options and sold shares in early February 2026. He exercised 9,726 and 97,342 options at $3.18 per share and sold 9,726 Class A shares at a weighted average price of $76.9295.

How many Oklo (OKLO) shares did the CFO sell and at what price?

The CFO sold 9,726 Oklo Class A common shares at a weighted average price of $76.9295 on February 2, 2026. The shares were sold in multiple trades within a price range of $76.90 to $77.07, as disclosed in the filing.

Was the Oklo (OKLO) CFO’s February 2026 share sale under a Rule 10b5-1 plan?

Yes. The filing states that the sales were effected under a Rule 10b5-1 trading plan adopted on September 22, 2025. Such plans pre-schedule trades, helping executives systematically diversify holdings while reducing the appearance of trading on nonpublic information.

How many Oklo (OKLO) shares and options does the CFO hold after these transactions?

After the reported transactions, the CFO directly held 196,913 shares of Oklo Class A common stock and 868,691 stock options. These positions reflect the net effect of the February 2–3, 2026 option exercises and the single reported share sale.

What are the terms of the Oklo (OKLO) stock options exercised by the CFO?

The stock options have a $3.18 exercise price and are exercisable into Class A common stock. They vested as to 20% of the underlying shares on August 1, 2024 and continue vesting thereafter in 48 substantially equal monthly installments, according to the disclosure.

On which dates did the Oklo (OKLO) CFO exercise stock options in 2026?

He exercised stock options on February 2 and February 3, 2026. The February 2 exercise covered 9,726 underlying shares, and the February 3 exercise covered 97,342 underlying shares, both at an exercise price of $3.18 per share, delivering Class A common stock.