0001104659-24-060611.txt : 20240513 0001104659-24-060611.hdr.sgml : 20240513 20240513163907 ACCESSION NUMBER: 0001104659-24-060611 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240509 FILED AS OF DATE: 20240513 DATE AS OF CHANGE: 20240513 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cochran Caroline CENTRAL INDEX KEY: 0002021786 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40583 FILM NUMBER: 24939737 MAIL ADDRESS: STREET 1: C/O OKLO INC. STREET 2: 3190 CORONADO DR. CITY: SANTA CLARA STATE: CA ZIP: 95054 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Oklo Inc. CENTRAL INDEX KEY: 0001849056 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] ORGANIZATION NAME: 01 Energy & Transportation IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3190 CORONADO DR. CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 650-550-0127 MAIL ADDRESS: STREET 1: 3190 CORONADO DR. CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: AltC Acquisition Corp. DATE OF NAME CHANGE: 20210303 4 1 tm2414121-10_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2024-05-09 0 0001849056 Oklo Inc. OKLO 0002021786 Cochran Caroline C/O OKLO INC. 3190 CORONADO DR. SANTA CLARA CA 95054 1 1 1 0 Co-Founder, COO 0 Class A Common Stock 2024-05-09 4 A 0 10911600 A 10911600 D Class A Common Stock 2024-05-09 4 A 0 11190452 A 11190452 I By Jacob DeWitte Earnout Rights 2024-05-09 4 A 0 2012162 A Class A Common Stock 2012162 2012162 D Earnout Rights 2024-05-09 4 A 0 2063583 A Class A Common Stock 2063583 2063583 I By Jacob DeWitte Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger and Reorganization, dated as of July 11, 2023 (the "Merger Agreement"), by and between the Issuer (formerly AltC Acquisition Corp.), AltC Merger Sub, Inc., and Oklo Inc. ("Legacy Oklo") pursuant to which shares of common stock of Legacy Oklo automatically converted into the right to receive (i) cash and Class A Common Stock of the Issuer and (ii) the right to receive Earnout Shares (as defined below). Represents securities held by the Reporting Person's spouse. Each earnout right represents a contingent right to receive one share of the Issuer's Class A Common Stock (each, an "Earnout Share") upon the satisfaction of certain price thresholds. Pursuant to an "earnout" provision in the Merger Agreement, the Earnout Shares may be issued in three separate tranches based upon (A) the closing sale price of one share of the Issuer's Class A Common Stock for any twenty trading days within any sixty consecutive trading day period within the five-year period following the closing of the Issuer's business combination or (B) if the Issuer undergoes a Change in Control (as defined in the Merger Agreement), the price per share received by stockholders of the Issuer in such Change in Control transaction. /s/ Richard Craig Bealmear, Attorney-in-Fact 2024-05-13