---
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"
generated_at: "2026-06-02T02:45:37.590447+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Oklo Inc. completes SPAC merger with AltC; shares to trade on NYSE under 'OKLO' on May 10

## Summary
- 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'.

## SEC filing metadata
- 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
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 2.01, 1.01, 5.06, 5.02, 3.03, 5.03, 5.01, 5.05, 8.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-060634
- JSON: https://secwatch.observer/filing/0001104659-24-060634.json
- Plain text: https://secwatch.observer/filing/0001104659-24-060634.txt

## Key facts
- Governance Changes
  Oklo Inc.: Board approved and adopted Amended and Restated Bylaws effective upon the Closing (effective 2024-05-09).
  - Change: bylaw amendment
  - Effective: 2024-05-09
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm
- Governance Changes
  Oklo Inc.: Adopted amended and restated certificate of incorporation in connection with the business combination (effective 2024-05-09).
  - Change: charter amendment
  - Effective: 2024-05-09
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm
- Governance Changes
  Oklo Inc.: Board approved and adopted a new code of conduct applicable to all employees, officers and directors (effective 2024-05-10).
  - Change: code of ethics
  - Effective: 2024-05-10
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm
- Governance Changes
  Oklo Inc.: Company ceased being a shell company as a result of the Business Combination.
  - Change: shell status
  source text: As a result of the Business Combination, the Company ceased being a shell company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm
- M&A Transactions
  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).
  - Action: change of control
  - Counterparty: AltC Acquisition Corp.
  - Consideration: $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
  - Closing: 2024-05-09
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1849056/000110465924060634/0001104659-24-060634-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.