Live Oak Bancshares (LOB) CEO executes 10K share trust sale

Rhea-AI Filing Summary

Live Oak Bancshares, Inc. director and CEO James S. Mahan reported indirect open-market sales of 10,000 shares of Voting Common Stock on May 20, 2026 through the James S. Mahan Revocable Trust. The shares were sold at weighted average prices of $36.8253 and $37.1524.

The filing notes these transactions were executed under a pre-arranged Rule 10b5-1 trading plan adopted on August 27, 2025. Following the sales, the revocable trust held 2,917,844 shares indirectly, and additional indirect holdings are reported in other family trusts and an LLC.

Insider Trade Summary 10b5-1

Net Seller: 10,000 shares ($368,369)

Net Sell 6 txns

Insider MAHAN JAMES S III

Role Chief Executive Officer

Sold 10,000 shs ($368K)

Type	Security	Shares	Price	Value
Sale	Voting Common Stock	9,645	$36.8253	$355K
Sale	Voting Common Stock	355	$37.1524	$13K
holding	Voting Common Stock	--	--	--
holding	Voting Common Stock	--	--	--
holding	Voting Common Stock	--	--	--
holding	Voting Common Stock	--	--	--

Holdings After Transaction: Voting Common Stock — 2,918,199 shares (Indirect, By James S. Mahan Revocable Trust)

Footnotes (1)

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 $36.137 to $37.1241. 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 $37.1279 to $37.2137. 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.

Key Figures

Shares sold: 10,000 shares Weighted average price (9,645 shares): $36.8253 per share Weighted average price (355 shares): $37.1524 per share +3 more

6 metrics

Shares sold 10,000 shares Open-market sales on May 20, 2026 by revocable trust

Weighted average price (9,645 shares) $36.8253 per share Open-market sale of 9,645 shares on May 20, 2026

Weighted average price (355 shares) $37.1524 per share Open-market sale of 355 shares on May 20, 2026

Shares held after sale 2,917,844 shares James S. Mahan Revocable Trust indirect holdings after transactions

Indirect holdings (Marguerite D. Mahan Revocable Trust) 3,032,547 shares Voting Common Stock total following reported holdings entry

Indirect holdings (Peapod II, LLC) 140,150 shares Voting Common Stock total following reported holdings entry

Key Terms

Rule 10b5-1 trading plan, weighted average price, Voting Common Stock, open-market sale, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan..."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Voting Common Stock financial

"security_title: Voting Common Stock for each reported transaction."

open-market sale financial

"transaction_action: open-market sale for the S-coded transactions."

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

indirect ownership financial

"ownership_type: indirect with nature of ownership by various trusts and an LLC."

Form 4 Insider Transactions: What Each Field Means →

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).

X

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 NORTH CAROLINA 28403

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Voting Common Stock	05/20/2026		S(1)		9,645	D	$36.8253(2)	2,918,199	I	By James S. Mahan Revocable Trust
Voting Common Stock	05/20/2026		S(1)		355	D	$37.1524(3)	2,917,844	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 $36.137 to $37.1241. 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 $37.1279 to $37.2137. 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	05/21/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did Live Oak Bancshares (LOB) report in this Form 4?

Live Oak Bancshares reported that CEO James S. Mahan, through his revocable trust, sold 10,000 shares of Voting Common Stock in open-market transactions. These trades occurred on May 20, 2026 and were reported as indirect ownership changes.

How many Live Oak Bancshares (LOB) shares did the CEO sell and at what prices?

The CEO’s revocable trust sold a total of 10,000 Voting Common Stock shares. Weighted average sale prices were $36.8253 for 9,645 shares and $37.1524 for 355 shares, executed in multiple trades within disclosed price ranges.

Were the Live Oak Bancshares (LOB) insider stock sales pre-planned?

Yes. The filing states the reported sales were effected under a Rule 10b5-1 trading plan adopted by the reporting person on August 27, 2025. Such plans schedule trades in advance and are commonly used for routine diversification.

How many Live Oak Bancshares (LOB) shares did the CEO’s trust hold after the sales?

After the May 20, 2026 transactions, the James S. Mahan Revocable Trust held 2,917,844 shares of Live Oak Bancshares Voting Common Stock indirectly. The filing also lists other indirect holdings in additional family trusts and an LLC.

What types of entities hold Live Oak Bancshares (LOB) shares for the CEO?

The Form 4 shows indirect ownership through several entities, including Peapod II, LLC, the 2021 Peggy Mahan Family Trust, the 2021 Chip Mahan Family and Charitable Trust, and the James S. Mahan and Marguerite D. Mahan revocable trusts.

How were the Live Oak Bancshares (LOB) insider trades executed on May 20, 2026?

The Form 4 describes the transactions as open-market sales of Voting Common Stock. Footnotes explain that each sale was executed in multiple trades within specified price ranges, with the reported prices representing weighted averages for those trades.