Live Oak (NASDAQ: LOB) CFO executes 4,712-share stock sale

Rhea-AI Filing Summary

Live Oak Bancshares, Inc. Chief Financial Officer Walter J. Phifer reported an open-market sale of 4,712 shares of voting common stock on March 2, 2026 at a weighted average price of $36.583 per share, with individual trades occurring between $36.41 and $36.96. After this sale, he directly held 10,103 shares of voting common stock. The filing also notes multiple grants of restricted stock units, each RSU representing a contingent right to receive one share of voting common stock, with various awards vesting in five equal annual installments beginning on December 15, 2022, December 9, 2023, February 12, 2025, February 10, 2026, August 18, 2026, and February 9, 2027, subject to his continuous service.

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

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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^*

Phifer Walter J

(Last) (First) (Middle)

1741 TIBURON DRIVE

(Street)

WILMINGTON NC 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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)
			Code	V	Amount	(A) or (D)	Price
Voting Common Stock	03/02/2026		S		4,712	D	$36.583(1)	10,103	D

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
Restricted Stock Units	(2)							(3)	(3)	Voting Common Stock	236		236	D
Restricted Stock Units	(2)							(4)	(4)	Voting Common Stock	3,144		3,144	D
Restricted Stock Units	(2)							(5)	(5)	Voting Common Stock	6,009		6,009	D
Restricted Stock Units	(2)							(6)	(6)	Voting Common Stock	7,412		7,412	D
Restricted Stock Units	(2)							(7)	(7)	Voting Common Stock	14,581		14,581	D
Restricted Stock Units	(2)							(8)	(8)	Voting Common Stock	9,580		9,580	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $36.41 to $36.96. The price reporting 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.

2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Live Oak Bancshares, Inc. (the "Company") voting common stock.

3. The RSUs vest in five equal annual installments beginning on December 15, 2022, subject to the reporting person's continuous service to the Company or a related entity on such date.

4. The RSUs vest in five equal annual installments beginning on December 9, 2023, subject to the reporting person's continuous service to the Company or a related entity on such date.

5. The RSUs vest in five equal annual installments beginning on February 12, 2025, subject to the reporting person's continuous service to the Company or a related entity on such date.

6. The RSUs vest in five equal annual installments beginning on February 10, 2026, subject to the reporting person's continuous service to the Company or a related entity on such date.

7. The RSUs vest in five equal annual installments beginning on August 18, 2026, subject to the reporting person's continuous service to the Company or a related entity on such date.

8. The RSUs vest in five equal annual installments beginning on February 9, 2027, subject to the reporting person's continuous service to the Company or a related entity on such date.

Remarks:

	/s/ Jonathan A. Greene, By Power of Attorney	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

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

Live Oak Bancshares disclosed that CFO Walter J. Phifer sold 4,712 shares of voting common stock in an open-market transaction. The sale occurred on March 2, 2026, and reflects routine insider trading activity reported for regulatory transparency.

At what price did the Live Oak (LOB) CFO sell his shares?

The CFO’s 4,712-share sale was executed at a weighted average price of $36.583 per share. Individual trades took place at prices ranging from $36.41 to $36.96, according to the detailed transaction disclosure provided in the filing.

How many Live Oak Bancshares (LOB) shares does the CFO hold after the sale?

Following the reported sale, CFO Walter J. Phifer directly held 10,103 shares of Live Oak Bancshares voting common stock. This post-transaction balance reflects his remaining direct equity stake as disclosed in the ownership column of the Form 4.

What do the restricted stock units (RSUs) in the LOB filing represent?

Each restricted stock unit in the filing represents a contingent right to receive one share of Live Oak Bancshares voting common stock. These RSUs are equity awards that convert into actual shares only as they vest over time, subject to service conditions.

When do the Live Oak Bancshares (LOB) RSU awards begin vesting?

The RSU awards begin vesting in five equal annual installments starting on several dates: December 15, 2022; December 9, 2023; February 12, 2025; February 10, 2026; August 18, 2026; and February 9, 2027, contingent on continued service.

Are the RSU holdings in the LOB Form 4 new grants or existing awards?

The Form 4 lists RSU holdings and their post-transaction balances, with footnotes describing existing vesting schedules. The disclosure focuses on how many RSUs are outstanding and when they vest, rather than explicitly characterizing them as newly granted awards.