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