STOCK TITAN

Live Oak Bancshares (LOB) CEO pre-planned sale of 20,000 shares

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Live Oak Bancshares, Inc. director and Chief Executive Officer James S. Mahan III, through the James S. Mahan Revocable Trust, reported selling a total of 20,000 shares of Voting Common Stock in open-market transactions. The trust sold 10,000 shares at a weighted average price of $37.6513 on May 27, 2026 and another 10,000 shares at a weighted average price of $37.2481 on May 28, 2026, under a pre-arranged Rule 10b5-1 trading plan adopted on August 27, 2025. Following these sales, the trust held 2,887,844 shares, and the Form 4 also lists additional indirect holdings in other family trusts and entities.

Positive

  • None.

Negative

  • None.
Insider MAHAN JAMES S III
Role Chief Executive Officer
Sold 20,000 shs ($749K)
Type Security Shares Price Value
Sale Voting Common Stock 10,000 $37.2481 $372K
Sale Voting Common Stock 10,000 $37.6513 $377K
holding Voting Common Stock -- -- --
holding Voting Common Stock -- -- --
holding Voting Common Stock -- -- --
holding Voting Common Stock -- -- --
Holdings After Transaction: Voting Common Stock — 2,887,844 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 $37.40 to $38.22. 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 $36.785 to $37.68. 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.
Shares sold May 27, 2026 10,000 shares at $37.6513 Open-market sale by James S. Mahan Revocable Trust
Shares sold May 28, 2026 10,000 shares at $37.2481 Open-market sale by James S. Mahan Revocable Trust
Total shares sold 20,000 shares Net-sell over two days per transaction summary
Shares held after May 28 sale 2,887,844 shares Post-transaction holdings of James S. Mahan Revocable Trust
Shares held after May 27 sale 2,897,844 shares Post-transaction holdings of James S. Mahan Revocable Trust on May 27, 2026
Peapod II, LLC indirect holding 140,150 shares Indirect ownership entry as of May 27, 2026
Marguerite D. Mahan Revocable Trust holding 3,032,547 shares Indirect ownership entry as of May 27, 2026
Rule 10b5-1 trading plan financial
"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."
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.
Voting Common Stock financial
"security_title: "Voting Common Stock""
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.
Revocable Trust financial
"nature_of_ownership: "By James S. Mahan Revocable Trust""
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
indirect financial
"ownership_type: "indirect""
SEC Form 4
FORM 4UNITED 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)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Voting Common Stock05/27/2026S(1)10,000D$37.6513(2)2,897,844IBy James S. Mahan Revocable Trust
Voting Common Stock05/28/2026S(1)10,000D$37.2481(3)2,887,844IBy James S. Mahan Revocable Trust
Voting Common Stock3,032,547IBy Marguerite D. Mahan Revocable Trust
Voting Common Stock127,167IBy 2021 Chip Mahan Family and Charitable Trust
Voting Common Stock127,167IBy 2021 Peggy Mahan Family Trust
Voting Common Stock140,150IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 $37.40 to $38.22. 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 $36.785 to $37.68. 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 Attorney05/29/2026
** Signature of Reporting PersonDate
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 transaction did Live Oak Bancshares (LOB) report on this Form 4?

Live Oak Bancshares reported that CEO and director James S. Mahan III, via his revocable trust, sold 20,000 shares of Voting Common Stock in two open-market transactions at prices around the high-$37 range.

At what prices did James S. Mahan III sell Live Oak Bancshares (LOB) shares?

The revocable trust sold 10,000 shares at a weighted average price of $37.6513 on May 27, 2026 and another 10,000 shares at a weighted average price of $37.2481 on May 28, 2026.

How many Live Oak Bancshares (LOB) shares does the James S. Mahan Revocable Trust hold after the sales?

After the reported sales, the James S. Mahan Revocable Trust held 2,887,844 shares of Live Oak Bancshares Voting Common Stock, according to the Form 4’s post-transaction ownership disclosure.

Were the Live Oak Bancshares (LOB) insider sales made under a Rule 10b5-1 plan?

Yes. The Form 4 footnotes state that the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 27, 2025, indicating they were pre-arranged.

Does James S. Mahan III hold other indirect Live Oak Bancshares (LOB) positions?

Yes. Besides the revocable trust, the Form 4 lists additional indirect holdings through entities such as Peapod II, LLC, the 2021 Peggy Mahan Family Trust, the 2021 Chip Mahan Family and Charitable Trust, and the Marguerite D. Mahan Revocable Trust.