Cochran Caroline 4
4 · Oklo Inc. · Filed Mar 16, 2026
Research Summary
AI-generated summary of this filing
Oklo (OKLO) 10% Owner Caroline Cochran Exercises RSUs, Sells Shares
What Happened
- Caroline Cochran, a reported 10% owner of Oklo Inc., had restricted stock units (RSUs) released/converted on March 12, 2026 and thereby acquired a total of 219,140 shares via exercise/conversion at an effective price of $59.59 (aggregate cash cost reported ≈ $13.12M).
- On March 13, 2026 she disposed of 117,788 shares in open-market/private sales at $60.00 per share (aggregate proceeds ≈ $7.07M). The filings (and footnotes) indicate the sales were to cover tax withholding obligations (sell-to-cover), not discretionary sell orders. Net new shares retained from these events = 219,140 acquired − 117,788 sold = 101,352 shares.
Key Details
- Transaction dates and prices:
- March 12, 2026: exercise/conversion of derivatives/RSUs — 78,652; 5,191; 112,360; 23,937 shares at $59.59 (total reported cost ≈ $13.12M).
- March 13, 2026: open-market/private sales — 44,828 and 72,960 shares at $60.00 (total proceeds ≈ $7.07M).
- Some derivative conversion line items show $0 dispositions reflecting the conversion/settlement accounting entries.
- Shares owned after transaction: not specified in the provided filing excerpt — see the issuer’s most recent definitive proxy statement (footnote F1) or the full Form 4 for post-transaction beneficial ownership.
- Notable footnotes:
- F2/F4: Sales represent sell-to-cover transactions to satisfy tax withholding (not discretionary sales).
- F6/F8: The March 12 entries reflect RSU releases to the reporting person (and to Mr. DeWitte per footnotes).
- F3/F5: Some securities are held or beneficially owned by the reporting person’s spouse.
- F9: Additional RSUs were granted Dec 22, 2025 and vest over time.
- Filing date/timeliness: Form 4 was filed March 16, 2026 for transactions on March 12–13, 2026. (Form 4 is generally due within two business days of transaction; review the full filing for any timeliness flags.)
Context
- These were RSU conversions (per footnotes) and subsequent sell-to-cover sales to satisfy tax obligations — a common, non-discretionary post-vest action rather than a directional investment trade.
- For retail investors: the exercise/conversion represents a significant insider acquisition value (~$13M), but the accompanying sell-to-cover reduces the immediate increase in outstanding insider-held shares. Check the full Form 4 and the company’s proxy for exact post-transaction holdings and any related disclosures.
Insider Transaction Report
Form 4
Oklo Inc.OKLO
Cochran Caroline
DirectorCo-Founder, COO10% Owner
Transactions
- Exercise/Conversion
Class A Common Stock
[F1]2026-03-12$59.59/sh+78,652$4,686,873→ 757,676 total - Exercise/Conversion
Class A Common Stock
[F1]2026-03-12$59.59/sh+5,191$309,332→ 762,867 total - Sale
Class A Common Stock
[F2][F1]2026-03-13$60.00/sh−44,828$2,689,680→ 718,039 total - Exercise/Conversion
Class A Common Stock
[F3]2026-03-12$59.59/sh+112,360$6,695,532→ 800,556 total(indirect: By Jacob DeWitte) - Exercise/Conversion
Class A Common Stock
[F3]2026-03-12$59.59/sh+23,937$1,426,406→ 824,493 total(indirect: By Jacob DeWitte) - Sale
Class A Common Stock
[F4][F3]2026-03-13$60.00/sh−72,960$4,377,600→ 751,533 total(indirect: By Jacob DeWitte) - Exercise/Conversion
Restricted Stock Units
[F6][F7]2026-03-12−78,652→ 117,977 total→ Class A Common Stock (78,652 underlying) - Exercise/Conversion
Restricted Stock Units
[F8][F9]2026-03-12−5,191→ 10,383 total→ Class A Common Stock (5,191 underlying)
Holdings
- 1,310,000(indirect: By Caroline Cochran GRAT)
Class A Common Stock
[F1] - 1,000,000(indirect: By Caroline DeWitte GRAT No. 2)
Class A Common Stock
[F1] - 7,583,085(indirect: By Trust)
Class A Common Stock
[F1] - 1,310,000(indirect: By Jacob DeWitte GRAT)
Class A Common Stock
[F5] - 1,000,000(indirect: By Jacob DeWitte GRAT No. 2)
Class A Common Stock
[F5] - 7,851,901(indirect: By Trust)
Class A Common Stock
[F5]
Footnotes (9)
- [F1]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.
- [F2]Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of the RSUs listed in Table II. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.
- [F3]Represents securities held by the Reporting Person's spouse.
- [F4]Represents the number of shares sold by the Reporting Person's spouse to cover tax withholding obligations in connection with the vesting and settlement of the RSUs listed in Table II. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person's spouse.
- [F5]Represents securities beneficially owned by the Reporting Person's spouse.
- [F6]Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. On March 12, 2026, 112,360 and 78,652 restricted stock units were released to Mr. DeWitte and Ms. Cochran, respectively.
- [F7]The RSUs vest in 12 substantially equal quarterly installments beginning on August 9, 2024.
- [F8]Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. On March 12, 2026, 23,937 and 5,191 RSUs were released to Mr. DeWitte and Ms. Cochran, respectively.
- [F9]On December 22, 2025, the Reporting Person was granted 15,574 RSUs, vesting in three substantially equal annual installments beginning on December 31, 2025.
Signature
/s/ Richard Craig Bealmear, Attorney-in-Fact|2026-03-16