Form 4: Oklo Co-Founder Sells Shares Under Pre-Planned Trading Plan

Caroline Cochran, Oklo Inc.'s Co-Founder, COO, and Director, sold over 328,000 shares of Class A Common Stock in early January 2026 through a pre-arranged 10b5-1 trading plan.

Summary

• Caroline Cochran, a Co-Founder, COO, Director, and 10% Owner of Oklo Inc. (OKLO), reported sales of Class A Common Stock.
• The transactions occurred on January 7, 2026, and January 8, 2026.
• All sales were executed pursuant to a Rule 10b5-1 trading plan adopted on March 31, 2025.
• Cochran directly sold a total of 93,259 shares of Class A Common Stock.
• An additional 70,927 shares were sold indirectly through the Caroline Cochran GRAT.
• Securities held by Cochran's spouse, Jacob DeWitte, also saw sales: 93,260 shares directly and 70,926 shares through the Jacob DeWitte GRAT.
• The total number of shares sold across all reported transactions by Cochran and her spouse's entities was 328,372.
• Sale prices ranged from $93.15 to $100.48 per share, with weighted average prices reported for various transaction blocks.
• Following these transactions, Cochran directly beneficially owns 825,764 shares.
• Indirect holdings for Cochran include 1,409,073 shares via Caroline Cochran GRAT, 7,583,085 shares via the Caroline DeWitte Family Trust, and 1,000,000 shares via Caroline DeWitte GRAT No. 2.
• Indirect holdings attributed to Cochran's spouse include 834,937 shares directly, 1,409,074 shares via Jacob DeWitte GRAT, 7,851,901 shares via the Jacob DeWitte Family Trust, and 1,000,000 shares via Jacob DeWitte GRAT No. 2.

Sentiment

Score: 4

Explanation: The sentiment is neutral to slightly negative. While insider selling can be a negative signal, the fact that these sales were pre-planned under a 10b5-1 plan mitigates the immediate negative interpretation. The high sale prices suggest the insider is taking profits.

Positives

• The sales were conducted under a pre-arranged Rule 10b5-1 plan, indicating a planned liquidity event rather than an immediate reaction to new information, which can mitigate negative market interpretations.
• The shares were sold at relatively high prices, ranging from $93.15 to $100.48, suggesting the insider is realizing value at favorable market conditions.

Negatives

• Significant insider selling, even if pre-planned, can sometimes be perceived by the market as a lack of confidence in the company's near-term growth prospects or a signal that the stock price may be nearing a peak.

Risks

• The market may react negatively to the volume of insider selling, potentially leading to short-term downward pressure on the stock price.
• Future sales under the 10b5-1 plan or new plans could continue to add supply to the market.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction; it solely reports insider trading activity.

Industry Context

This Form 4 filing is a routine disclosure of insider trading activity and does not provide specific insights into broader industry trends or competitive landscape. However, insider selling at these price levels could reflect a belief in the current valuation within the advanced nuclear technology sector.

Related Party Transactions

• Sales of Class A Common Stock were also reported for Jacob DeWitte, the spouse of the reporting person, Caroline Cochran, and entities associated with him (Jacob DeWitte GRAT, Jacob DeWitte Family Trust, Jacob DeWitte GRAT No. 2). These are considered related party transactions.

Stakeholder Impact

• Shareholders may interpret the insider selling as a signal regarding the company's valuation, potentially influencing their investment decisions.
• The increased supply of shares on the market from these sales could exert minor downward pressure on the stock price in the short term.

Key Dates

Keywords

Oklo Inc., OKLO, Caroline Cochran, Insider Selling, Form 4, 10b5-1 Plan, Stock Sales, Beneficial Ownership, Class A Common Stock