CEO’s trust sells 20,000 Live Oak (LOB) shares under Rule 10b5-1 plan

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Live Oak Bancshares, Inc. insider reporting shows that the James S. Mahan Revocable Trust, associated with CEO James S. Mahan III, sold a total of 20,000 shares of Voting Common Stock in open-market transactions on February 25–26, 2026.

The reported sales were executed at transaction prices such as $39.2119, $39.6454, $39.2899 and $39.9970 per share, with the trust holding 2,987,844 shares following the last sale. The filing notes these trades were made under a Rule 10b5-1 trading plan adopted on August 27, 2025, indicating they were pre-arranged rather than discretionary market-timed sales.

Insider Trade Summary

Net Seller: 20,000 shares ($786,999)

Net Sell 8 txns

Insider MAHAN JAMES S III

Role Chief Executive Officer

Sold 20,000 shs ($787K)

Type	Security	Shares	Price	Value
Sale	Voting Common Stock	8,754	$39.2899	$344K
Sale	Voting Common Stock	1,246	$39.997	$50K
Sale	Voting Common Stock	7,463	$39.2119	$293K
Sale	Voting Common Stock	2,537	$39.6454	$101K
holding	Voting Common Stock	--	--	--
holding	Voting Common Stock	--	--	--
holding	Voting Common Stock	--	--	--
holding	Voting Common Stock	--	--	--

Holdings After Transaction: Voting Common Stock — 2,989,090 shares (Indirect, By James S. Mahan Revocable Trust)

Footnotes (1)

The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 27, 2025. This transaction was executed in multiple trades at prices ranging from $38.61 to $39.60. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the trades were effected. This transaction was executed in multiple trades at prices ranging from $39.61 to $39.755. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the trades were effected. This transaction was executed in multiple trades at prices ranging from $38.725 to $39.66. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the trades were effected. This transaction was executed in multiple trades at prices ranging from $39.795 to $40.16. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the trades were effected.

Form 4 Insider Transactions: What Each Field Means →

02/27/2026 - 05:34 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MAHAN JAMES S III

(Last)

(First)

(Middle)

1741 TIBURON DRIVE

(Street)

WILMINGTON

28403

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Live Oak Bancshares, Inc. [ LOB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Voting Common Stock	02/25/2026		S⁽¹⁾		7,463	D	$39.2119⁽²⁾	3,000,381	I	By James S. Mahan Revocable Trust
Voting Common Stock	02/25/2026		S⁽¹⁾		2,537	D	$39.6454⁽³⁾	2,997,844	I	By James S. Mahan Revocable Trust
Voting Common Stock	02/26/2026		S⁽¹⁾		8,754	D	$39.2899⁽⁴⁾	2,989,090	I	By James S. Mahan Revocable Trust
Voting Common Stock	02/26/2026		S⁽¹⁾		1,246	D	$39.997⁽⁵⁾	2,987,844	I	By James S. Mahan Revocable Trust
Voting Common Stock								3,032,547	I	By Marguerite D. Mahan Revocable Trust
Voting Common Stock								127,167	I	By 2021 Chip Mahan Family and Charitable Trust
Voting Common Stock								127,167	I	By 2021 Peggy Mahan Family Trust
Voting Common Stock								140,150	I	By Peapod II, LLC

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 27, 2025.

2. This transaction was executed in multiple trades at prices ranging from $38.61 to $39.60. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the trades were effected.

3. This transaction was executed in multiple trades at prices ranging from $39.61 to $39.755. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the trades were effected.

4. This transaction was executed in multiple trades at prices ranging from $38.725 to $39.66. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the trades were effected.

5. This transaction was executed in multiple trades at prices ranging from $39.795 to $40.16. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the trades were effected.

Remarks:

	/s/ Jonathan A. Greene, By Power of Attorney	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Live Oak Bancshares (LOB) report?

Live Oak Bancshares reported that the James S. Mahan Revocable Trust sold 20,000 shares of Voting Common Stock. These transactions were open-market sales executed over February 25–26, 2026, and are attributed to a pre-arranged Rule 10b5-1 trading plan adopted in August 2025.

Who is the insider involved in the latest Live Oak Bancshares (LOB) Form 4?

The transactions are reported for CEO and director James S. Mahan III, through the James S. Mahan Revocable Trust. The filing shows indirect ownership, meaning the trust, rather than Mahan personally, is listed as holding and selling the Voting Common Stock reported.

How many Live Oak Bancshares (LOB) shares were sold and at what prices?

The Form 4 shows sales totaling 20,000 shares of Voting Common Stock. Reported per-share prices include $39.2119, $39.6454, $39.2899, and $39.9970, reflecting multiple trades executed in the market across two trading days in late February 2026.

Does the Live Oak Bancshares (LOB) Form 4 mention a 10b5-1 trading plan?

Yes. A footnote states the sales were effected under a Rule 10b5-1 trading plan adopted by the reporting person on August 27, 2025. Such plans pre-schedule trades, indicating these sales were structured in advance rather than based on short-term market conditions.

What is the shareholding of the James S. Mahan Revocable Trust after these LOB sales?

After the reported transactions, the James S. Mahan Revocable Trust holds 2,987,844 shares of Live Oak Bancshares Voting Common Stock. This figure reflects the indirect ownership position for that specific trust following the series of 20,000 shares sold in late February 2026.

Are other indirect holdings disclosed in the Live Oak Bancshares (LOB) Form 4?

Yes. The filing lists additional indirect holdings through entities such as the Marguerite D. Mahan Revocable Trust, the 2021 Chip Mahan Family and Charitable Trust, the 2021 Peggy Mahan Family Trust, and Peapod II, LLC, each with its own reported share balance of Voting Common Stock.