8-K current report · filed May 13, 2026

Oklo Inc. (OKLO) 8-K Current Report: May 13, 2026

Short answer

Oklo Inc. (OKLO) filed an 8-K current report with the SEC on May 13, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 1.02 (Termination of a Material Definitive Agreement). At-the-market equity program authorizes up to $1.0 billion in gross Class A stock sales.

Oklo Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • At-the-market equity program authorizes up to $1.0 billion in gross Class A stock sales
  • Potentially significant shareholder dilution, with issuance timing and volume controlled by Oklo
  • Sales-agent commissions up to 1.5% of gross proceeds, plus reimbursable expenses
  • Proceeds provide financing flexibility without fixed debt obligations, but may pressure the share price during issuance
  • Offering uses Oklo’s effective Form S-3 shelf registration and may be suspended or terminated by either party

Item 1.02 · Termination of a Material Definitive Agreement

  • Terminated equity distribution agreement effective May 13, 2026
  • Completed nearly the full $1.5B authorization, selling 15,774,224 shares for approximately $1,499,867,429 gross proceeds
  • No termination penalties, eliminating further obligations to prior sales agents
  • Equity issuance materially expanded funding but increased common-share dilution
  • No additional shares will be sold under the terminated agreement or related prospectus supplement

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