Form 4: Oklo Inc. Insider Sells Shares Under 10b5-1 Plan

Caroline Cochran, a director and officer of Oklo Inc., reported the sale of a significant number of Class A Common Stock shares through a pre-arranged trading plan.

Summary

• Caroline Cochran, a Director, 10% Owner, and Officer (Co-Founder, COO) of Oklo Inc., has reported transactions involving the sale of Class A Common Stock.
• These sales, totaling 100,000 shares, occurred on July 1, 2026, with weighted average prices of $52.30 and $53.28 for different tranches.
• The transactions were executed under a Rule 10b5-1 trading plan adopted on March 31, 2025.
• Following these sales, Cochran's direct beneficial ownership of Class A Common Stock is 478,039 shares.
• Additional shares are held indirectly through various trusts and GRATs, including those benefiting her spouse, Jacob DeWitte.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it reports routine insider transactions executed under a pre-established plan, without indicating new company performance or strategic shifts.

Negatives

• Insider selling of a substantial number of shares, even if under a pre-arranged plan, can sometimes be perceived negatively by the market.
• The weighted average sale prices indicate a range of transactions, with some shares sold at lower prices than others.

Risks

• The Rule 10b5-1 plan is designed to provide an affirmative defense against allegations of insider trading, but the adoption date of March 31, 2025, is noted.
• The filing does not provide specific details on the reasons for the sales beyond the execution of the 10b5-1 plan.

Future Outlook

The filing primarily reports past transactions and does not contain forward-looking statements or guidance from the company.

Management Comments

• The sales reported herein were effected pursuant to a Rule 10b5-1 plan adopted on March 31, 2025.
• The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

Industry Context

StockSavvy.ai notes that insider selling, even under a Rule 10b5-1 plan, is a common event for executives and directors, particularly when diversifying holdings or managing personal financial needs. The specific price range and volume of shares sold provide data points for market participants to consider.

Related Party Transactions

• The filing details indirect beneficial ownership of securities held by Caroline Cochran's spouse, Jacob DeWitte, through various trusts and GRATs, indicating related party holdings.

Stakeholder Impact

• Shareholders may observe the insider selling as a data point, though the Rule 10b5-1 plan mitigates concerns about opportunistic trading.
• Management and employees may note the transactions as part of normal executive financial management.

Key Dates

Keywords

Oklo Inc., SEC Form 4, Insider Trading, Stock Sale, Rule 10b5-1, Class A Common Stock, Beneficial Ownership, Caroline Cochran, Jacob DeWitte