Oklo (OKLO) director converts 16,854 RSUs into Class A common stock

Rhea-AI Filing Summary

Oklo Inc. director Richard Kinzley reported the full exercise and conversion of 16,854 restricted stock units into 16,854 shares of Class A common stock on March 6, 2026. The units, each representing one share, had fully vested on May 9, 2025. After this transaction, Kinzley directly holds 20,654 Class A shares.

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

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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^*

Kinzley Richard

(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		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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	03/06/2026		M		16,854	A	$58.25	20,654(1)	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
Restricted Stock Units	(2)	03/06/2026		M			16,854	(3)	(3)	Class A Common Stock	16,854	$0	0	D

Explanation of Responses:

1. 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.

2. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.

3. The restricted stock units vested in full on May 9, 2025.

Remarks:

	/s/ Richard Craig Bealmear, Attorney-in-Fact	03/10/2026
	** 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 transaction did Oklo (OKLO) director Richard Kinzley report?

Richard Kinzley reported exercising and converting 16,854 restricted stock units into 16,854 shares of Oklo Class A common stock on March 6, 2026. This reflects a derivative exercise, not an open-market purchase or sale, and increases his directly held common shares.

Did Richard Kinzley buy or sell Oklo (OKLO) shares on the open market?

The filing shows no open-market buy or sell by Richard Kinzley. Instead, he exercised restricted stock units, converting 16,854 units into an equal number of Class A shares, which is a compensation-related equity conversion rather than a discretionary market trade.

How many Oklo (OKLO) shares does Richard Kinzley own after this Form 4?

Following the reported transactions, Richard Kinzley directly owns 20,654 shares of Oklo Class A common stock. This total reflects the addition of 16,854 shares received from the restricted stock unit conversion reported, with no remaining restricted stock units shown in this filing.

What happened to Richard Kinzley’s restricted stock units in Oklo (OKLO)?

Kinzley exercised 16,854 restricted stock units, each representing a contingent right to one Oklo Class A share. These units had vested in full on May 9, 2025, and their conversion on March 6, 2026, removed them from his remaining derivative positions.

When did Richard Kinzley’s Oklo (OKLO) restricted stock units vest?

The restricted stock units reported in the Form 4 vested in full on May 9, 2025. After vesting, they were later exercised and converted into 16,854 shares of Oklo Class A common stock on March 6, 2026, as disclosed in the insider transaction.

Does the Oklo (OKLO) Form 4 mention other equity held by Richard Kinzley?

The Form 4 notes that readers should see Oklo’s most recent definitive proxy statement for more information about equity held by Richard Kinzley. That document provides broader detail on his overall equity interests beyond the specific restricted stock unit conversion reported here.