Live Oak Acquisition Corp. V (LOKV) sponsor converts 5.1M shares and acquires 4.5M warrants

Rhea-AI Filing Summary

Live Oak Sponsor V, LLC, a former 10% owner of Live Oak Acquisition Corp. V (now Teamshares’ parent), reported equity restructurings tied to the company’s business combination and domestication. The Sponsor converted 5,124,547 Class B Ordinary Shares into the same number of Common Stock shares and now holds that amount directly.

It also acquired 4,500,000 warrants, each exercisable for one share of Common Stock at $11.50 per share, expiring on June 18, 2031, held indirectly. Footnotes note that 1,150,000 shares and 524,781 shares are subject to potential forfeiture based on stock price and other conditions in a Sponsor Letter Agreement, and that 524,783 shares were previously forfeited to the issuer for no consideration.

Insider Trade Summary

5,124,547 shares exercised/converted

Mixed 3 txns

Insider Live Oak Sponsor V, LLC

Role null

Type	Security	Shares	Price	Value
Conversion	Class B Ordinary Shares	5,124,547	$0.00	--
Grant/Award	Warrants	4,500,000	$0.00	--
Conversion	Common Stock	5,124,547	$0.00	--

Holdings After Transaction: Class B Ordinary Shares — 0 shares (Direct, null); Warrants — 4,500,000 shares (Indirect, See Footnote); Common Stock — 5,124,547 shares (Direct, null)

Footnotes (1)

1. Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), the Reporting Person, Teamshares Inc. and the other parties thereto. As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger. 1,150,000 shares are subject to forfeiture if certain stock price thresholds are not achieved, and 524,781 shares are subject to forfeiture as detailed in the Sponsor Letter Agreement, dated November 14, 2025, between the Issuer (formerly known as Live Oak Acquisition Corp. V) and the Reporting Person (the "Sponsor Letter Agreement"). Reflects 524,783 shares that were forfeited by the Reporting Person to the Issuer for no consideration pursuant to the Sponsor Letter Agreement, which was exempt from reporting pursuant to Rule 16a-4(d).

Key Figures

Common shares after conversion: 5,124,547 shares Warrants acquired: 4,500,000 warrants Warrant exercise price: $11.50 per share +4 more

7 metrics

Common shares after conversion 5,124,547 shares Common Stock held directly following Class B conversion

Warrants acquired 4,500,000 warrants Derivative position acquired, exercisable for Common Stock

Warrant exercise price $11.50 per share Conversion or exercise price of warrants

Warrant expiration June 18, 2031 Expiration date of acquired warrants

Shares subject to price-based forfeiture 1,150,000 shares Forfeiture conditions under Sponsor Letter Agreement

Additional shares subject to forfeiture 524,781 shares Forfeiture terms referenced in Sponsor Letter Agreement

Previously forfeited shares 524,783 shares Shares forfeited to issuer for no consideration

Key Terms

Agreement and Plan of Merger, domestication, Class B Ordinary Shares, Sponsor Letter Agreement, +2 more

6 terms

Agreement and Plan of Merger regulatory

"in connection with the Agreement and Plan of Merger, dated November 14, 2025"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

domestication regulatory

"pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation"

Domestication is the legal process by which a company changes its official ‘legal home’ from one place to another without creating a new business entity, similar to moving a household’s registration from one city to another while keeping the same people and possessions. It matters to investors because it can alter which laws, tax rules, reporting standards and shareholder rights apply, potentially affecting costs, governance and the value or liquidity of the company’s shares.

Class B Ordinary Shares financial

"the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

Sponsor Letter Agreement financial

"as detailed in the Sponsor Letter Agreement, dated November 14, 2025"

forfeiture financial

"shares are subject to forfeiture if certain stock price thresholds are not achieved"

Rule 16a-4(d) regulatory

"which was exempt from reporting pursuant to Rule 16a-4(d)"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/23/2026 - 07:39 PM Accepted by SEC EDGAR 06/23/2026 - 07:38 PM Learn about SEC filing dates

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

X

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^*

Live Oak Sponsor V, LLC

(Last) (First) (Middle)

4921 WILLIAM ARNOLD ROAD

(Street)

MEMPHIS TENNESSEE 38117

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Live Oak Acquisition Corp. V [ TMS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/18/2026		C		5,124,547	A	(1)(2)	5,124,547(3)	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
Class B Ordinary Shares	(1)(2)	06/18/2026		C			5,124,547	(1)(2)	(1)(2)	Common Stock(2)	5,124,547	(1)(2)	0(4)	D
Warrants	$11.5	06/18/2026		A		4,500,000		07/18/2026	06/18/2031	Common Stock(2)	4,500,000	(1)	4,500,000	I	See Footnote(4)

Explanation of Responses:

1. Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), the Reporting Person, Teamshares Inc. and the other parties thereto.

2. As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger.

3. 1,150,000 shares are subject to forfeiture if certain stock price thresholds are not achieved, and 524,781 shares are subject to forfeiture as detailed in the Sponsor Letter Agreement, dated November 14, 2025, between the Issuer (formerly known as Live Oak Acquisition Corp. V) and the Reporting Person (the "Sponsor Letter Agreement").

4. Reflects 524,783 shares that were forfeited by the Reporting Person to the Issuer for no consideration pursuant to the Sponsor Letter Agreement, which was exempt from reporting pursuant to Rule 16a-4(d).

	/s/ Richard J. Hendrix, Managing Member of Live Oak Sponsor V, LLC	06/23/2026
	** 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)

FAQ

What insider transactions did Live Oak Sponsor V, LLC report for LOKV?

Live Oak Sponsor V, LLC reported converting 5,124,547 Class B Ordinary Shares into 5,124,547 Common Stock shares and acquiring 4,500,000 warrants. These actions occurred in connection with the issuer’s domestication and its business combination under the November 14, 2025 Merger Agreement.

How many LOKV common shares does Live Oak Sponsor V, LLC hold after this Form 4?

After the reported transactions, Live Oak Sponsor V, LLC holds 5,124,547 shares of Common Stock directly. These shares arose from the conversion of Class B Ordinary Shares during the issuer’s move from Cayman Islands to Delaware and the closing of the merger described in the filing.

What are the terms of the warrants acquired by Live Oak Sponsor V, LLC in LOKV?

The Sponsor acquired 4,500,000 warrants, each exercisable for one share of Common Stock at an exercise price of $11.50 per share. The warrants expire on June 18, 2031 and are held indirectly, with the underlying security described as Common Stock in the Form 4.

How are the LOKV share conversions linked to the merger and domestication?

The filing explains that Class B Ordinary Shares first converted into Class B Common Stock as the issuer domesticated from a Cayman Islands company to a Delaware corporation, then into Common Stock at merger closing. These steps were contemplated by the November 14, 2025 Merger Agreement.

Are any of Live Oak Sponsor V, LLC’s LOKV shares subject to forfeiture conditions?

Yes. Footnotes state that 1,150,000 shares are subject to forfeiture if specified stock price thresholds are not met, and 524,781 shares are also subject to forfeiture. These conditions are detailed in a Sponsor Letter Agreement dated November 14, 2025 between the issuer and the Sponsor.

Did Live Oak Sponsor V, LLC forfeit any LOKV shares prior to this Form 4?

The footnotes state that 524,783 shares were forfeited by the Sponsor to the issuer for no consideration under the Sponsor Letter Agreement. This transaction was exempt from reporting under Rule 16a-4(d), but is referenced to explain historical changes in the Sponsor’s holdings.