Oklo Inc.·4

Mar 16, 6:15 PM ET

Cochran Caroline 4

Research Summary

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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.