Live Oak CFO converts 2,916 stock units, withholds 1,296

Q: What insider transaction did LOB CFO Walter J. Phifer report on August 18, 2026?

Walter J. Phifer exercised 2,916 restricted stock units into voting common shares of Live Oak Bancshares, Inc. on August 18, 2026. This transaction reflects a derivative exercise/conversion rather than an open-market purchase or sale.

Q: How many LOB shares were withheld to cover exercise price or taxes for the CFO?

In the reported transaction, 1,296 shares of Live Oak Bancshares, Inc. voting common stock were delivered or withheld at $42.60 per share. These shares were used to pay the exercise price or tax liability associated with the RSU conversion.

Q: Did the LOB CFO both acquire and dispose of shares in this Form 4 filing?

Yes. The filing shows acquisition of 2,916 shares via RSU exercise and a disposition of 1,296 shares to pay the exercise price or tax liability. The report therefore reflects a mix of acquisition and disposition activity on the same date.

Q: When do the newly reported LOB RSUs begin vesting for the CFO?

One RSU grant tied to this filing begins vesting on August 18, 2026 in five equal annual installments. Other RSU awards previously granted began vesting on dates including December 15, 2022; December 9, 2023; February 12, 2025; February 10, 2026; and February 9, 2027.

Live Oak Bancshares, Inc. (LOB) reported that its Chief Financial Officer, Walter J. Phifer, exercised restricted stock units into 2,916 shares of voting common stock on August 18, 2026.

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Rhea-AI Filing Summary

Live Oak Bancshares, Inc. (LOB) reported that its Chief Financial Officer, Walter J. Phifer, exercised restricted stock units into 2,916 shares of voting common stock on August 18, 2026. Of these shares, 1,296 were delivered or withheld at a price of $42.60 per share to pay the exercise price or tax liability. Phifer continues to hold several unvested RSU awards, each RSU representing a contingent right to receive one share of voting common stock, with underlying amounts of 236, 3,144, 6,009, 7,412, and 9,580 shares that vest in five equal annual installments beginning on various dates from December 15, 2022 through February 9, 2027, subject to continued service.

Insider Trade Summary

2,916 shares exercised/converted

Exercise 8 txns

Insider Phifer Walter J

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units ^{F1, F2}	2,916	$0.00	$0.00
Exercise	Voting Common Stock ^F1	2,916	--	--
Exercise Price or Tax Liability	Voting Common Stock	1,296	$42.60	$55K
holding	Restricted Stock Units ^{F1, F3}	--	--	--
holding	Restricted Stock Units ^{F1, F4}	--	--	--
holding	Restricted Stock Units ^{F1, F5}	--	--	--
holding	Restricted Stock Units ^{F1, F6}	--	--	--
holding	Restricted Stock Units ^{F1, F7}	--	--	--

Holdings After Transaction: Restricted Stock Units — 38,046 contracts for 26,381 underlying shares (Direct); Voting Common Stock — 11,723 shares (Direct)

Footnotes (7)

F1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Live Oak Bancshares, Inc. (the "Company") voting common stock.
F2. 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.
F3. 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.
F4. 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.
F5. 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.
F6. 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.
F7. 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.

Key Figures

RSUs Exercised: 2,916 shares Shares Withheld for Exercise Price or Taxes: 1,296 shares Withholding Price: $42.60 per share +5 more

8 metrics

RSUs Exercised 2,916 shares Restricted Stock Units converted into voting common stock on August 18, 2026

Shares Withheld for Exercise Price or Taxes 1,296 shares Shares delivered or withheld to pay exercise price or tax liability on August 18, 2026

Withholding Price $42.60 per share Price applied to shares delivered or withheld for exercise price or tax liability

RSU Underlying Shares 236 shares One RSU award representing 236 underlying shares of voting common stock

RSU Underlying Shares 3,144 shares One RSU award representing 3,144 underlying shares of voting common stock

RSU Underlying Shares 6,009 shares One RSU award representing 6,009 underlying shares of voting common stock

RSU Underlying Shares 7,412 shares One RSU award representing 7,412 underlying shares of voting common stock

RSU Underlying Shares 9,580 shares One RSU award representing 9,580 underlying shares of voting common stock

Key Terms

Restricted Stock Units, voting common stock, Payment of exercise price or tax liability, vest in five equal annual installments

4 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

voting common stock financial

"receive one share of Live Oak Bancshares, Inc. (the "Company") voting common stock"

Payment of exercise price or tax liability financial

"Payment of exercise price or tax liability by delivering or withholding securities"

vest in five equal annual installments financial

"The RSUs vest in five equal annual installments beginning on August 18, 2026"

FAQ

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What insider transaction did LOB CFO Walter J. Phifer report on August 18, 2026?

Walter J. Phifer exercised 2,916 restricted stock units into voting common shares of Live Oak Bancshares, Inc. on August 18, 2026. This transaction reflects a derivative exercise/conversion rather than an open-market purchase or sale.

How many LOB shares were withheld to cover exercise price or taxes for the CFO?

In the reported transaction, 1,296 shares of Live Oak Bancshares, Inc. voting common stock were delivered or withheld at $42.60 per share. These shares were used to pay the exercise price or tax liability associated with the RSU conversion.

Did the LOB CFO both acquire and dispose of shares in this Form 4 filing?

Yes. The filing shows acquisition of 2,916 shares via RSU exercise and a disposition of 1,296 shares to pay the exercise price or tax liability. The report therefore reflects a mix of acquisition and disposition activity on the same date.

What ongoing RSU holdings tied to LOB stock does the CFO report?

The CFO reports multiple RSU awards, each representing one share of Live Oak Bancshares, Inc. stock per unit, with underlying amounts of 236, 3,144, 6,009, 7,412, and 9,580 shares. These RSUs vest in five annual installments, subject to continued service.

When do the newly reported LOB RSUs begin vesting for the CFO?

One RSU grant tied to this filing begins vesting on August 18, 2026 in five equal annual installments. Other RSU awards previously granted began vesting on dates including December 15, 2022; December 9, 2023; February 12, 2025; February 10, 2026; and February 9, 2027.

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Accepted by SEC EDGAR 08/19/2026 - 04:21 PM EDT

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^*

Phifer Walter J

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2026

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)
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	08/18/2026		M		2,916	A	⁽¹⁾	13,019	D
Voting Common Stock	08/18/2026		F		1,296	D	$42.6	11,723	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)
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)
Restricted Stock Units	⁽¹⁾	08/18/2026		M			2,916	⁽²⁾	⁽²⁾	Voting Common Stock	2,916	$0	11,665	D
Restricted Stock Units	⁽¹⁾							⁽³⁾	⁽³⁾	Voting Common Stock	236		236	D
Restricted Stock Units	⁽¹⁾							⁽⁴⁾	⁽⁴⁾	Voting Common Stock	3,144		3,144	D
Restricted Stock Units	⁽¹⁾							⁽⁵⁾	⁽⁵⁾	Voting Common Stock	6,009		6,009	D
Restricted Stock Units	⁽¹⁾							⁽⁶⁾	⁽⁶⁾	Voting Common Stock	7,412		7,412	D
Restricted Stock Units	⁽¹⁾							⁽⁷⁾	⁽⁷⁾	Voting Common Stock	9,580		9,580	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. 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.

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 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	08/19/2026
	** 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)

Source: View Original Filing on SEC EDGAR