Goodwin William Carroll Murphy 4

What Happened
William Carroll Murphy, Oklo's Chief Legal & Strategy Officer, had 20,686 restricted stock units (RSUs) vest and convert to shares on May 19, 2026. Following the settlement, 10,548 of those shares were sold in an open-market "sell-to-cover" transaction on May 20, 2026 at $58.04 per share, generating proceeds of $612,206. The RSU settlement and related conversion are reported as derivative transactions (code M) and the subsequent disposal for tax withholding is reported as a sale (code S).

Key Details

• Transaction dates and prices:
  • May 19, 2026: 20,686 RSUs released and converted to shares (derivative settlement; reported at $0 in connection with conversion).
  • May 20, 2026: 10,548 shares sold at $58.04 per share for $612,206 (open-market sell-to-cover).
• Shares owned after transaction: Not specified in this Form 4; see the issuer's most recent definitive proxy statement for total holdings (footnote F2).
• Notable footnotes:
  • F1: Each RSU equals a contingent right to one share; 20,686 RSUs were released on May 19, 2026.
  • F3: The 10,548-share sale was to satisfy tax withholding obligations (a sell-to-cover) and is not a discretionary sale by the reporting person.
  • F4: The RSUs originated from an August 12, 2024 grant (248,227 RSUs) with scheduled vesting beginning August 12, 2025 and quarterly thereafter.
• Filing timeliness: The Form 4 does not indicate a late filing status in the reported data.

Context
This was not a purchase signal — the sale was a routine sell-to-cover tied to RSU vesting rather than an independent decision to reduce holdings. The derivative entries reflect the RSU settlement (conversion to shares) followed by the tax-withholding sale. For full holdings and historical insider positions, consult the company’s latest proxy filing referenced in the footnotes.