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Michael Brown podcast push as Live Oak (LOKV) proceeds with Form S-4 filing

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
425

Rhea-AI Filing Summary

Live Oak Acquisition Corp. V and Teamshares update on Business Combination outreach and filings. Michael Brown, CEO of Teamshares, appeared on the Inspired podcast on April 10, 2026, and Teamshares promoted the episode via YouTube, LinkedIn and X on April 14 and April 15, 2026. Live Oak and Teamshares remain parties to a Business Combination Agreement dated November 14, 2025. A Registration Statement on Form S-4 was filed on April 3, 2026; the definitive proxy statement/prospectus will be mailed to Live Oak shareholders after the SEC declares the registration statement effective.

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Insights

Promotional postings are typical pre-closing communications but must align with proxy rules.

Teamshares' social promotion of a third-party podcast on April 14–April 15, 2026 is factual outreach tied to the pending Business Combination dated November 14, 2025. Communications by parties to a transaction are often reviewed for compliance with proxy solicitation and disclosure rules.

Key dependencies include the SEC's effectiveness determination for the Form S-4 filed April 3, 2026 and the content of the definitive proxy/prospectus. Subsequent filings will define whether additional disclosures or disclaimers are required.

Third-party media appearances can increase awareness but do not substitute for the proxy/prospectus.

Public promotion of a podcast episode by Teamshares on YouTube, LinkedIn and X may raise shareholder awareness ahead of the vote, but the formal voter materials come from the finalized proxy statement/prospectus after SEC effectiveness.

Watch for the definitive proxy mailing and any amendments to the Form S-4 that may change timelines or supplemental disclosures presented to shareholders.

Podcast appearance date April 10, 2026 Michael Brown appeared on the Inspired podcast
Social promotions dates April 14 and April 15, 2026 Teamshares shared podcast clips on YouTube, LinkedIn and X
Business Combination Agreement date November 14, 2025 Date of the previously disclosed Merger/Business Combination Agreement
Form S-4 filing date April 3, 2026 Registration Statement on Form S-4 filed with the SEC
Form S-4 regulatory
"filed a Registration Statement on Form S-4 with the SEC on April 3, 2026"
A Form S-4 is a legal document that companies file with the government to announce and explain a major business move, such as a merger or acquisition. It provides detailed information to help investors understand how the deal might affect the company's value and future prospects, similar to a detailed blueprint that clarifies the impact of a significant change.
proxy statement/prospectus regulatory
"includes a proxy statement to Live Oak shareholders and a prospectus for the registration"
A proxy statement or prospectus is a document that companies send to shareholders to provide important information about upcoming decisions or investments, such as voting on company issues or offering new shares to the public. It helps investors understand the details and risks involved, enabling them to make informed choices about their ownership or involvement with the company.
Business Combination Agreement other
"parties to a previously disclosed Business Combination Agreement, dated as of November 14, 2025"
A business combination agreement is a detailed contract that lays out the terms for two companies to join together—covering price, how ownership will be split, the steps needed to close the deal, and what each side promises to do or avoid before closing. For investors it matters because the agreement determines potential changes in value, control, timing, and risk exposure—think of it like the playbook for a merger that shows who wins, who pays, and what could still derail the plan.

Filed by Live Oak Acquisition Corp. V

pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12

under the Securities Exchange Act of 1934

Subject Company: Live Oak Acquisition Corp. V

Commission File No. 001- 42540

Date: April 15, 2026

 

On April 10, 2026, Michael Brown, the co-founder and Chief Executive Officer of Teamshares Inc., a Delaware corporation (“Teamshares”), appeared as a guest on an episode of the Inspired podcast, hosted by Alexa von Tobel, which was published by a third party. Teamshares and Live Oak Acquisition Corp. V, a Cayman Islands exempted company (“Live Oak”) are parties to a previously disclosed Business Combination Agreement, dated as of November 14, 2025 (the “Business Combination”). On April 14, 2026 and April 15, 2026, Teamshares promoted the foregoing podcast by sharing related content, including a short video clip, on the following social media channels: YouTube, LinkedIn and X (formerly known as Twitter).

 

YouTube: https://youtube.com/shorts/AIaE8PSbpJ8?feature=share

 

 

 

 

LinkedIn:

https://www.linkedin.com/feed/update/urn:li:activity:7449826799615782912 

https://www.linkedin.com/feed/update/urn:li:activity:7450265806862536704

 

 

 

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X: 

https://x.com/InspiredCap/status/2044061492627030485?s=20 

https://x.com/Teamshares/status/2044501358888325620?s=20

 

 

 

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Additional Information and Where to Find It

 

In connection with the Business Combination, Live Oak and Teamshares filed a Registration Statement on Form S-4 with the SEC on April 3, 2026, including a proxy statement to Live Oak shareholders and a prospectus for the registration of Live Oak’s securities to be issued in connection with the Business Combination. After the Registration Statement is declared effective by the SEC, the definitive proxy statement/prospectus and other relevant documents will be mailed to the shareholders of Live Oak as of a record date to be established for voting on the Business Combination and will contain important information about the Business Combination and related matters. Shareholders of Live Oak and other interested persons are advised to read, when available, these materials (including any amendments or supplements thereto) and any other relevant documents, because they will contain important information about Live Oak, Teamshares and the Business Combination. Shareholders and other interested persons will also be able to obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, and other relevant materials in connection with the Business Combination, without charge, once available, at the SEC’s website at www.sec.gov or by directing a request to: Live Oak Acquisition Corp. V, 4921 William Arnold Road, Memphis, TN, 38117 United States, Attn: Richard Hendrix, Chairman & Chief Executive Officer. The information contained on, or that may be accessed through, the websites referenced in this communication in each case is not incorporated by reference into, and is not a part of, this communication.

 

BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS OF LIVE OAK ARE URGED TO READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE BUSINESS COMBINATION AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE BUSINESS COMBINATION.

 

Participants in the Solicitation

 

Live Oak, Teamshares and their respective directors, executive officers and other members of their management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Live Oak’s shareholders in connection with the Business Combination. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of Live Oak’s directors and officers in Live Oak’s SEC filings. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Live Oak’s shareholders in connection with the Business Combination will be set forth in the proxy statement/prospectus for the Business Combination when available. Information concerning the interests of Live Oak’s and Teamshares’ participants in the solicitation, which may, in some cases, be different than those of their respective equity holders generally, will be set forth in the proxy statement/prospectus relating to the Business Combination when it becomes available. 

 

No Offer or Solicitation

 

This communication is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities and shall not constitute an offer to sell or a solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act or an exemption therefrom.

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Forward-Looking Statements

 

This communication contains forward-looking statements within the meaning of the U.S. federal securities laws with respect to the parties and the Business Combination. Live Oak’s and/or Teamshares’ actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. No representations or warranties, express or implied are given in, or in respect of, this communication. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “potential,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions.

 

These forward-looking statements and factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement with respect to the Business Combination; (2) the outcome of any legal proceedings that may be instituted against the parties following the announcement of the Business Combination and definitive agreements with respect thereto; (3) the inability to complete the Business Combination, including due to failure to obtain approval of the shareholders of Teamshares and Live Oak or other conditions to Closing; (4) the inability to obtain or maintain the listing of the public company’s shares on Nasdaq or another national securities exchange following the Business Combination; (5) the ability of Live Oak to remain current with its SEC filings; (6) the risk that the Business Combination disrupts current plans and operations as a result of the announcement and consummation of the Business Combination; (7) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of Live Oak and Teamshares after the Closing to grow and manage growth profitably and retain its key employees; (8) costs related to the Business Combination; (9) changes in applicable laws or regulations; (10) the inability of Teamshares to implement business plans, forecasts, and other expectations after the completion of the Business Combination; (11) the risk that additional financing in connection with the Business Combination, or additional capital needed following the Business Combination to support Teamshares’ business or operations, may not be raised on favorable terms or at all; (12) the evolution of the markets in which Teamshares competes; (13) the ability of Teamshares to implement its strategic initiatives and continue to innovate its existing products and services; (14) the level of redemptions of Live Oak’s public shareholders; and (15) other risks and uncertainties included in documents filed or to be filed with the SEC by Live Oak and/or Teamshares.

 

The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Registration Statement referenced above when available and other documents filed by Live Oak and Teamshares from time to time with the SEC. These filings will identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. You should not place undue reliance upon any forward-looking statements, which speak only as of the date made. There may be additional risks that neither Live Oak nor Teamshares presently knows, or that Live Oak and/or Teamshares currently believe are immaterial, that could cause actual results to differ from those contained in the forward-looking statements. For these reasons, among others, investors and other interested persons are cautioned not to place undue reliance upon any forward-looking statements in this communication. Past performance by Live Oak’s or Teamshares’ management teams and their respective affiliates is not a guarantee of future performance. Therefore, you should not place undue reliance on the historical record of the performance of Live Oak’s or Teamshares’ management teams or businesses associated with them as indicative of future performance of an investment or the returns that Live Oak or Teamshares will, or may, generate going forward. Neither Live Oak nor Teamshares undertakes any obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date of this communication, except as required by applicable law.

 

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FAQ

What did Live Oak (LOKV) disclose about Teamshares CEO media appearances?

Live Oak disclosed that Teamshares CEO Michael Brown appeared on the Inspired podcast on April 10, 2026. The disclosure notes Teamshares promoted the episode on YouTube, LinkedIn and X on April 14 and April 15, 2026, linking the posts in the filing.

Has Live Oak filed the merger registration for the Teamshares business combination (LOKV)?

Yes. Live Oak and Teamshares filed a Registration Statement on Form S-4 on April 3, 2026. The filing includes a proxy statement and prospectus for the securities to be issued in connection with the Business Combination.

When will shareholders receive the proxy statement/prospectus for the Live Oak–Teamshares deal?

Shareholders will receive the definitive proxy statement/prospectus after the SEC declares the Form S-4 effective. The filing states materials will be mailed to shareholders as of a record date established for the vote.

Who are potential participants in the solicitation for the Live Oak–Teamshares vote?

Live Oak, Teamshares, their directors, executive officers and employees may be deemed participants in the proxy solicitation under SEC rules. The proxy statement/prospectus will identify names, affiliations, and interests when available.