{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-24-060634","form_type":"8-K","ticker":"OKLO","cik":"0001849056","company_name":"Oklo Inc.","filed_at":"2024-05-13T23:59:59+00:00","discovered_at":"2026-05-14T18:03:20.783949+00:00","generated_at":"2026-06-02T02:45:37.590447+00:00","sec_items":["2.01","1.01","5.06","5.02","3.03","5.03","5.01","5.05","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Oklo Inc. completes SPAC merger with AltC; shares to trade on NYSE under 'OKLO' on May 10","bullets":["Business combination closed on May 9, 2024; Legacy Oklo equityholders received ~$875M in stock at $10/share plus up to 15M Earnout Shares.","Post-closing shares outstanding: 122,096,270; AltC stockholders redeemed only 710 shares ($7,458 total).","Sponsor Commitment of up to $50M not funded as Available Closing SPAC Cash exceeded $250M.","New board and management: Jacob DeWitte CEO, Caroline Cochran COO, R. Craig Bealmear CFO; seven directors including Sam Altman.","Oklo Class A common stock began trading on NYSE on May 10, 2024 under ticker 'OKLO'."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-24-060634","json":"https://secwatch.observer/filing/0001104659-24-060634.json","markdown":"https://secwatch.observer/filing/0001104659-24-060634.md","text":"https://secwatch.observer/filing/0001104659-24-060634.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/tm2414092d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-02T02:45:37.590447+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"7c1619cde97cbe41651c1f9ebdf64146eab334c2","claim":"Oklo Inc.: Board approved and adopted Amended and Restated Bylaws effective upon the Closing (effective 2024-05-09).","evidence_excerpt":"On May 9, 2024, the Board approved and adopted the Amended and Restated Bylaws of the Company (the “Bylaws”), which became effective upon the Closing.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2024-05-09"}]},{"claim_id":"a58208bc907e379710c06ef0778e94e35f1e3dc4","claim":"Oklo Inc.: Adopted amended and restated certificate of incorporation in connection with the business combination (effective 2024-05-09).","evidence_excerpt":"The Certificate of Incorporation, which became effective upon filing with the Secretary of State of the State of Delaware on May 9, 2024, includes the amendments proposed by the Charter Proposal.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2024-05-09"}]},{"claim_id":"b29272958e7dede05294335e01b073acb07e9480","claim":"Oklo Inc.: Board approved and adopted a new code of conduct applicable to all employees, officers and directors (effective 2024-05-10).","evidence_excerpt":"on May 10, 2024, the Board approved and adopted a new code of conduct applicable to all employees, officers and directors of the Company (the “Code of Conduct”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"code of ethics"},{"label":"Effective","value":"2024-05-10"}]},{"claim_id":"ee998e61ab17fad24e4e50d66a42d8d1e1d76ac4","claim":"Oklo Inc.: Company ceased being a shell company as a result of the Business Combination.","evidence_excerpt":"As a result of the Business Combination, the Company ceased being a shell company.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"shell status"}]},{"claim_id":"f40fae64c2fe2fcbb0818c3b49d5d0cfe6990eba","claim":"Oklo Inc. underwent a change of control involving AltC Acquisition Corp. for $850,000,000 plus $25,000,000 in Permitted Equity Financing, paid in shares of Oklo Class A common stock at $10.00 per share, plus up to 15,000,000 Earnout Shar (closed 2024-05-09).","evidence_excerpt":"Combination, the aggregate consideration paid to Legacy Oklo equityholders, including Legacy Oklo stockholders and holders of outstanding Legacy Oklo options was (a) (i) $850,000,000 plus (ii) $25,000,000 in Permitted Equity Financing (the sum of (i) and (ii), the “Equity Value”), which consideration was paid entirely in shares of Oklo’s Class A common stock,","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"AltC Acquisition Corp."},{"label":"Consideration","value":"$850,000,000 plus $25,000,000 in Permitted Equity Financing, paid in shares of Oklo Class A common stock at $10.00 per share, plus up to 15,000,000 Earnout Shar"},{"label":"Closing","value":"2024-05-09"}]}],"comparable_filings":[{"accession":"0001193125-26-251752","ticker":null,"company_name":"Enviri II 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materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-249151","json":"https://secwatch.observer/filing/0001193125-26-249151.json","markdown":"https://secwatch.observer/filing/0001193125-26-249151.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526249151/0001193125-26-249151-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526249151/d26249d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 9, 2024, the Board approved and adopted the Amended and Restated Bylaws of the Company (the “Bylaws”), which became effective upon the Closing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","comparable_excerpt":"As a result of the Business Combination, the Company ceased being a shell 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materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-243155","json":"https://secwatch.observer/filing/0001193125-26-243155.json","markdown":"https://secwatch.observer/filing/0001193125-26-243155.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/794619/000119312526243155/0001193125-26-243155-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/794619/000119312526243155/d50625d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 9, 2024, the Board approved and adopted the Amended and Restated Bylaws of the Company (the “Bylaws”), which became effective upon the Closing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","comparable_excerpt":"the Articles of Incorporation and Bylaws of American Woodmark were each amended and restated in their entirety to be the same as the Articles of Incorporation and Bylaws of Merger 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materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-066981","json":"https://secwatch.observer/filing/0001104659-26-066981.json","markdown":"https://secwatch.observer/filing/0001104659-26-066981.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1067063/000110465926066981/0001104659-26-066981-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/924901/000110465926066981/tm2615596d1_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 9, 2024, the Board approved and adopted the Amended and Restated Bylaws of the Company (the “Bylaws”), which became effective upon the Closing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","comparable_excerpt":"Pursuant to the Merger Agreement, following the consummation of the Merger, the Company ceased to exist and Merger Sub I continued as the Surviving Entity. As of the Effective Time, (i) the certificate of formation of Merger Sub I in effect immediately prior to the consummation of the Merger became the certificate of formation of the Surviving Entity, and (ii) the limited liability company agreement of Merger Sub I in effect immediately prior to the consummation of the Merger became the limited liability company agreement of the Surviving Entity.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1067063/000110465926066981/0001104659-26-066981-index.htm"}},{"accession":"0001104659-26-069515","ticker":"XRN","company_name":"Chiron Real Estate Inc.","filed_at":"2026-06-02T20:30:45+00:00","headline":"Chiron Real Estate closes $249M acquisition of two senior housing communities; issues $100M Series C preferred","event_type":"m_and_a","sec_items":["1.01","2.01","2.03","3.02","3.03","5.03","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: governance_change, ma_transaction","same SEC item: 1.01, 2.01, 3.03, 5.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-069515","json":"https://secwatch.observer/filing/0001104659-26-069515.json","markdown":"https://secwatch.observer/filing/0001104659-26-069515.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1533615/000110465926069515/0001104659-26-069515-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1533615/000110465926069515/tm2616685d1_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 9, 2024, the Board approved and adopted the Amended and Restated Bylaws of the Company (the “Bylaws”), which became effective upon the Closing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","comparable_excerpt":"On May 28, 2026, the Company filed Articles Supplementary with the Maryland State Department of Assessments and Taxation to designate 1,000,000 shares of the Company’s authorized preferred stock as shares of Series C Convertible Preferred Stock","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1533615/000110465926069515/0001104659-26-069515-index.htm"}},{"accession":"0001213900-26-063775","ticker":"ESAB","company_name":"ESAB Corp","filed_at":"2026-06-02T10:41:21+00:00","headline":"ESAB completes $1.45B acquisition of Eddyfi Technologies","event_type":"m_and_a","sec_items":["2.01","3.02","5.03","3.03","7.01","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: governance_change, ma_transaction","same SEC item: 2.01, 3.03, 5.03, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-063775","json":"https://secwatch.observer/filing/0001213900-26-063775.json","markdown":"https://secwatch.observer/filing/0001213900-26-063775.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/0001213900-26-063775-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/ea0292710-8k_esab.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 9, 2024, the Board approved and adopted the Amended and Restated Bylaws of the Company (the “Bylaws”), which became effective upon the Closing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","comparable_excerpt":"On June 1, 2026, the Company filed the Certificate of Designations with the Delaware Secretary of State to establish the preferences, limitations and relative rights of its 6.50% Series A Mandatory Convertible Preferred Stock (the “ Series A Mandatory Convertible Preferred Stock ”), which became effective upon filing.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/0001213900-26-063775-index.htm"}},{"accession":"0001193125-26-251758","ticker":"OCFC","company_name":"OCEANFIRST FINANCIAL CORP","filed_at":"2026-06-01T21:19:28+00:00","headline":"OceanFirst closes acquisition of Flushing Financial; issues shares to Warburg Pincus","event_type":"m_and_a","sec_items":["1.01","3.02","2.01","2.03","3.03","5.02","5.03","7.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 3.03, 5.02, 5.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251758","json":"https://secwatch.observer/filing/0001193125-26-251758.json","markdown":"https://secwatch.observer/filing/0001193125-26-251758.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/0001193125-26-251758-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/d145829d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"Combination, the aggregate consideration\npaid to Legacy Oklo equityholders, including Legacy Oklo stockholders and holders of outstanding Legacy Oklo options was (a) (i) $850,000,000\nplus (ii) $25,000,000 in Permitted Equity Financing (the sum of (i) and (ii), the “Equity Value”), which consideration\nwas paid entirely in shares of Oklo’s Class A common stock,","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","comparable_excerpt":"of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/0001193125-26-251758-index.htm"}},{"accession":"0001213900-26-062961","ticker":null,"company_name":"Matternet, Inc.","filed_at":"2026-05-29T21:21:17+00:00","headline":"Matternet goes public via reverse merger with Los Altos Ventures, $27.6M PIPE","event_type":"m_and_a","sec_items":["1.01","2.01","3.02","3.03","4.01","5.01","5.02","5.03","5.06","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: governance_change","same SEC item: 1.01, 2.01, 3.03, 5.01, 5.02, 5.03, 5.06, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-062961","json":"https://secwatch.observer/filing/0001213900-26-062961.json","markdown":"https://secwatch.observer/filing/0001213900-26-062961.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2075109/000121390026062961/0001213900-26-062961-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2075109/000121390026062961/ea0292214-8k_matternet.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 9, 2024, the Board approved and adopted the Amended and Restated Bylaws of the Company (the “Bylaws”), which became effective upon the Closing.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm","comparable_excerpt":"At the Effective Time, we amended and restated our certificate of incorporation.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2075109/000121390026062961/0001213900-26-062961-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}