Live Oak Bancshares (LOB) chief credit officer reports RSU vesting

Rhea-AI Filing Summary

Live Oak Bancshares’ Chief Credit Officer reported an equity award vesting. On 12/15/2025, 235 shares of voting common stock were acquired through the vesting and settlement of restricted stock units. To cover tax obligations, 105 shares of voting common stock were withheld at a price of $35.31 per share, leaving 9,468 shares of voting common stock held directly after the transactions.

The filing also describes several outstanding restricted stock unit grants, each representing a right to receive one share of voting common stock. Vesting for these awards is scheduled on future dates including December 15, 2026, December 9, 2026 and 2027, December 8, 2026–2028, February 22, 2026, August 19, 2026–2029, and in five equal annual installments beginning February 10, 2026, in each case conditioned on the officer’s continued 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^*

Cairns Michael

(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 Credit Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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	12/15/2025		M		235	A	(1)	9,573	D
Voting Common Stock	12/15/2025		F		105	D	$35.31	9,468	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	(1)	12/15/2025		M			235	(2)	(2)	Voting Common Stock	235	$0	236	D
Restricted Stock Units	(1)							(3)	(3)	Voting Common Stock	1,886		1,886	D
Restricted Stock Units	(1)							(4)	(4)	Voting Common Stock	2,838		2,838	D
Restricted Stock Units	(1)							(5)	(5)	Voting Common Stock	145		145	D
Restricted Stock Units	(1)							(6)	(6)	Voting Common Stock	9,680		9,680	D
Restricted Stock Units	(1)							(7)	(7)	Voting Common Stock	6,413		6,413	D

Explanation of Responses:

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

2. 235 of the RSUs vested on each of December 15, 2024 and 2025, and 236 of the RSUs will vest on December 15, 2026, subject to the reporting person's continuous service to the Company or a related entity on such date

3. 943 of the RSUs vested on December 9, 2024 and 2025, and 943 of the RSUs will vest on each of December 9, 2026 and 2027, subject to the reporting person's continuous service to the Company or a related entity on such date.

4. 945 of the RSUs vested on December 9, 2024, 946 of the RSUs vested on December 8, 2025, and 946 of the RSUs will vest on each of December 8, 2026, 2027, and 2028, subject to the reporting person's continuous service to the Company or a related entity on such date.

5. 145 of the RSUs vested on February 22, 2025 and 145 of the RSUs will vest on February 22, 2026, subject to the reporting person's continuous service to the Company or a related entity on such date.

6. 2,420 of the RSUs vested on August 19, 2025 and 2,420 of the RSUs will vest on each of August 19, 2026, 2027, 2028, and 2029, 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 February 10, 2026, 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	12/17/2025
	** 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).
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FAQ

What insider transaction did Live Oak Bancshares (LOB) report for its Chief Credit Officer?

The Chief Credit Officer reported that on 12/15/2025, 235 shares of Live Oak Bancshares voting common stock were acquired through the vesting and settlement of restricted stock units, with 105 shares withheld to satisfy tax obligations at a price of $35.31 per share.

How many Live Oak Bancshares (LOB) shares does the officer hold after the reported transaction?

After the reported transactions on 12/15/2025, the officer beneficially owns 9,468 shares of Live Oak Bancshares voting common stock in direct ownership.

What are restricted stock units (RSUs) in this Live Oak Bancshares (LOB) filing?

The filing states that each restricted stock unit (RSU) represents a contingent right to receive one share of Live Oak Bancshares voting common stock, subject to the officer’s continuous service with the company or a related entity.

What future vesting schedule is disclosed for the RSUs at Live Oak Bancshares (LOB)?

The RSU awards have tranches scheduled to vest on December 15, 2026, on December 9, 2026 and 2027, on December 8, 2026–2028, on February 22, 2026, on August 19, 2026–2029, and in five equal annual installments beginning on February 10, 2026, each contingent on continued service.

What RSU grant terms around August 19 are disclosed for Live Oak Bancshares (LOB)?

One RSU grant provides that 2,420 RSUs vested on August 19, 2025, and an additional 2,420 RSUs will vest on each of August 19, 2026, 2027, 2028, and 2029, subject to the officer’s continuous service.

What is the officer’s role and reporting status at Live Oak Bancshares (LOB)?

The reporting person is identified as an officer of Live Oak Bancshares, serving as Chief Credit Officer, and the document indicates the filing is made by one reporting person.