Live Oak Bancshares (LOB) CFO details stock, RSU and option holdings

Rhea-AI Filing Summary

Live Oak Bancshares, Inc.’s Chief Financial Officer reported equity transactions in company stock. On 12/15/2025, 235 shares of voting common stock were acquired in connection with restricted stock units, and 109 shares were disposed of at $35.31 per share. After these transactions, the officer directly owned 6,712 shares of voting common stock. The filing also lists multiple restricted stock unit awards, each representing a contingent right to receive one share of voting common stock, vesting in five equal annual installments beginning on dates ranging from February 22, 2022 to August 18, 2026, subject to continuous service. In addition, an employee stock option with a $13.59 exercise price covering 6,160 shares of voting common stock is reported, with vesting previously occurring in installments between February 16, 2017 and February 16, 2023.

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)
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)	6,821	D
Voting Common Stock	12/15/2025		F		109	D	$35.31	6,712	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	69		69	D
Restricted Stock Units	(1)							(4)	(4)	Voting Common Stock	3,144		3,144	D
Restricted Stock Units	(1)							(5)	(5)	Voting Common Stock	8,012		8,012	D
Restricted Stock Units	(1)							(6)	(6)	Voting Common Stock	9,264		9,264	D
Restricted Stock Units	(1)							(7)	(7)	Voting Common Stock	14,581		14,581	D
Employee Stock Option (right to buy)	$13.59							(8)	02/16/2026	Voting Common Stock	6,160		6,160	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 December 15, 2022, 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 February 22, 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 shares subject to this option vested and became exercisable yearly in seven installments beginning on February 16, 2017, as follows: 10% of the shares subject to the option vested on each of February 16, 2017, 2018, 2019, 2020, and 2021; 25% of the shares subject to the option vested on each of February 16, 2022 and 2023.

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 stock transactions did Live Oak Bancshares (LOB) CFO report?

The Chief Financial Officer of Live Oak Bancshares reported that on 12/15/2025, 235 shares of voting common stock were acquired in connection with restricted stock units and 109 shares were disposed of at $35.31 per share.

How many Live Oak Bancshares (LOB) shares does the CFO hold after the Form 4 transactions?

Following the reported transactions on 12/15/2025, the CFO directly owned 6,712 shares of Live Oak Bancshares voting common stock.

What restricted stock units (RSUs) are reported for the Live Oak Bancshares (LOB) CFO?

The filing states that each restricted stock unit (RSU) represents a contingent right to receive one share of voting common stock. Several RSU awards are listed, with vesting in five equal annual installments beginning on dates including December 15, 2022, February 22, 2022, December 9, 2023, February 12, 2025, February 10, 2026, and August 18, 2026, subject to continuous service.

What stock option position does the Live Oak Bancshares (LOB) CFO report?

The CFO reports an employee stock option with an exercise price of $13.59 covering 6,160 shares of voting common stock. The explanation notes that shares subject to this option vested and became exercisable in yearly installments between February 16, 2017 and February 16, 2023.

How does the Form 4 describe the vesting of the Live Oak Bancshares (LOB) CFO’s RSUs?

For each RSU grant, the filing explains that the units vest in five equal annual installments starting on a specified date, such as February 22, 2022 or August 18, 2026, and that vesting is conditioned on the reporting person’s continuous service to Live Oak Bancshares or a related entity on each vesting date.