Oklo

=== SEC Form 4 — Statement of Changes in Beneficial Ownership === Document Type: 4 Period of Report: 2025-12-22 10b5-1 Pre-arranged Plan: No --- Issuer --- Name: Oklo Inc. (OKLO) CIK: 0001849056 --- Reporting Owner --- Name: Goodwin William Carroll Murphy CIK: 0002080717 Role: Officer (Chief Legal & Strategy Officer) --- Non-Derivative Transactions --- [Transaction #1] Security: Class A Common Stock Date: 2026-03-06 | Code: M (Exercise of derivative) Shares: +5,191 Shares Owned After: 18,811 | Ownership: D (Direct) Footnotes: [F1] Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. On March 6, 2026, 5,191 RSUs were released to the Reporting Person. [Transaction #2] Security: Class A Common Stock Date: 2026-03-09 | Code: S (Open market sale) Shares: -2,820 | Price: $56.69 Total Value: $159,865.80 Shares Owned After: 15,991 | Ownership: D (Direct) Footnotes: [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. --- Derivative Transactions --- [Transaction #1] Security: Restricted Stock Units Date: 2026-03-06 | Code: M (Exercise of derivative) Shares: -5,191 | Price: $0.00 Shares Owned After: 159,943 | Ownership: D (Direct) Footnotes: [F1] Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. On March 6, 2026, 5,191 RSUs were released to the Reporting Person. [F3] On November 4, 2025 the Reporting Person was granted 3,294 RSUs, vesting in full as to all the underlying shares on September 26, 2026. On December 22, 2025, the Reporting Person was granted 15,574 RSUs, vesting as to one-third of the underlying shares on December 31, 2025 and thereafter in two substantially equal annual installments. [F3] On November 4, 2025 the Reporting Person was granted 3,294 RSUs, vesting in full as to all the underlying shares on September 26, 2026. On December 22, 2025, the Reporting Person was granted 15,574 RSUs, vesting as to one-third of the underlying shares on December 31, 2025 and thereafter in two substantially equal annual installments. [Transaction #2] Security: Restricted Stock Units Date: 2025-12-22 | Code: A (Grant or award) Shares: +27,500 | Price: $0.00 Shares Owned After: 187,443 | Ownership: D (Direct) Footnotes: [F4] Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. [F5] On December 22, 2025, the Reporting Person was granted 27,500 RSUs, vesting as to one-third of the underlying shares on March 31, 2027 and thereafter in two substantially equal annual installments. [F5] On December 22, 2025, the Reporting Person was granted 27,500 RSUs, vesting as to one-third of the underlying shares on March 31, 2027 and thereafter in two substantially equal annual installments. --- Footnotes (Complete Index) --- F1: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. On March 6, 2026, 5,191 RSUs were released to the Reporting Person. 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: On November 4, 2025 the Reporting Person was granted 3,294 RSUs, vesting in full as to all the underlying shares on September 26, 2026. On December 22, 2025, the Reporting Person was granted 15,574 RSUs, vesting as to one-third of the underlying shares on December 31, 2025 and thereafter in two substantially equal annual installments. F4: Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. F5: On December 22, 2025, the Reporting Person was granted 27,500 RSUs, vesting as to one-third of the underlying shares on March 31, 2027 and thereafter in two substantially equal annual installments. --- Signature --- /s/ /s/ Richard Craig Bealmear, Attorney-in-Fact (2026-03-10)