STOCK TITAN

Sponsor for Live Oak (NASDAQ: LOKV) awarded 4.5M warrants and 5.1M shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Live Oak Acquisition Corp. V director Richard J. Hendrix reported indirect ownership changes tied to the closing of its business combination with Teamshares Inc. Through Live Oak Sponsor V, LLC, he is associated with 5,124,547 shares of Common Stock received as part of the merger and related domestication, following conversion of Class B Ordinary Shares into Class B Common Stock and then Common Stock. The sponsor also holds 4,500,000 warrants for Common Stock with an exercise price of $11.50 per share, expiring on June 18, 2031. Footnotes note that 1,150,000 shares and 524,781 shares are subject to potential forfeiture under a Sponsor Letter Agreement, and that 524,783 shares were forfeited to the company for no consideration. Hendrix may be deemed to beneficially own the sponsor-held securities due to his control of the sponsor but disclaims beneficial ownership beyond his pecuniary interest.

Positive

  • None.

Negative

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Insider HENDRIX RICHARD J
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 (Indirect, See Footnote); Warrants — 4,500,000 shares (Indirect, See Footnote); Common Stock — 5,124,547 shares (Indirect, See Footnote)
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), Live Oak Sponsor V, LLC (the "Sponsor"), 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 Sponsor (the "Sponsor Letter Agreement"). The securities reported herein are held of record by the Sponsor. The Reporting Person is the managing member of the Sponsor and holds voting and investment discretion with respect to the securities held of record by the Sponsor. As such, the Reporting Person may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The Reporting Person disclaims any beneficial ownership except to the extent of his pecuniary interest therein. Reflects 524,783 shares that were forfeited by the Sponsor to the Issuer for no consideration pursuant to the Sponsor Letter Agreement, which was exempt from reporting pursuant to Rule 16a-4(d).
Common shares held 5,124,547 shares Indirectly held by Live Oak Sponsor V, LLC after merger
Warrants granted 4,500,000 warrants Indirectly held by sponsor with common stock underlying
Warrant exercise price $11.50 per share Exercise price for 4,500,000 warrants
Warrant expiration June 18, 2031 Expiration date of reported warrants
Shares subject to forfeiture (price thresholds) 1,150,000 shares Subject to forfeiture if stock price thresholds are not achieved
Additional shares subject to forfeiture 524,781 shares Subject to forfeiture under Sponsor Letter Agreement
Shares forfeited 524,783 shares Forfeited by sponsor to issuer for no consideration
business combination financial
"Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger..."
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
Agreement and Plan of Merger regulatory
"...in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer..."
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
"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..."
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
"As contemplated in the Merger Agreement, 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 regulatory
"...524,781 shares are subject to forfeiture as detailed in the Sponsor Letter Agreement, dated November 14, 2025, between the Issuer... and the Sponsor..."
Rule 16a-4(d) regulatory
"Reflects 524,783 shares that were forfeited by the Sponsor to the Issuer for no consideration... which was exempt from reporting pursuant to Rule 16a-4(d)."
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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).
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*
HENDRIX RICHARD J

(Last)(First)(Middle)
C/O TEAMSHARES INC.
214 SULLIVAN STREET, 3B

(Street)
NEW YORK NEW YORK 10012

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026
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
Common Stock06/18/2026C5,124,547A(1)(2)5,124,547(3)ISee Footnote(4)
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
Class B Ordinary Shares(1)(2)06/18/2026C5,124,547 (1)(2) (1)(2)Common Stock(2)5,124,547(1)(2)0(5)ISee Footnote(4)
Warrants$11.506/18/2026A4,500,00007/18/202606/18/2031Common Stock(2)4,500,000(1)4,500,000ISee 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), Live Oak Sponsor V, LLC (the "Sponsor"), 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 Sponsor (the "Sponsor Letter Agreement").
4. The securities reported herein are held of record by the Sponsor. The Reporting Person is the managing member of the Sponsor and holds voting and investment discretion with respect to the securities held of record by the Sponsor. As such, the Reporting Person may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The Reporting Person disclaims any beneficial ownership except to the extent of his pecuniary interest therein.
5. Reflects 524,783 shares that were forfeited by the Sponsor to the Issuer for no consideration pursuant to the Sponsor Letter Agreement, which was exempt from reporting pursuant to Rule 16a-4(d).
Remarks:
Exhibit 24 - Power of Attorney
/s/ Jordyn Ashley, Attorney-in-fact06/23/2026
** 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 did Richard J. Hendrix report on this Form 4 for Live Oak (LOKV)?

Richard J. Hendrix reported indirect acquisition of 5,124,547 shares of Common Stock and 4,500,000 warrants of Live Oak Acquisition Corp. V, all held through Live Oak Sponsor V, LLC, in connection with the company’s business combination with Teamshares Inc.

How many Live Oak (LOKV) common shares are now held by the sponsor entity?

Live Oak Sponsor V, LLC holds 5,124,547 shares of Common Stock following the merger-related conversions. These shares stem from Class B Ordinary Shares that converted to Class B Common Stock and then to Common Stock as part of the domestication and business combination.

What warrants did the sponsor receive in this Live Oak (LOKV) filing?

The sponsor received 4,500,000 warrants, each exercisable for one share of Common Stock at $11.50 per share, expiring on June 18, 2031. These derivative securities give the sponsor potential future equity exposure if the warrants are exercised.

How is the Live Oak (LOKV) business combination reflected in this Form 4?

The Form 4 shows securities received as part of the business combination with Teamshares Inc. and the company’s domestication to Delaware. Class B Ordinary Shares converted into Class B Common Stock, then into Common Stock, resulting in the reported common share position.

Are any of the Live Oak (LOKV) sponsor shares subject to forfeiture?

Yes. Footnotes state 1,150,000 shares are subject to forfeiture if certain stock price thresholds are not met, and 524,781 shares are also subject to forfeiture under a Sponsor Letter Agreement between Live Oak Acquisition Corp. V and the sponsor.

Did the sponsor forfeit any Live Oak (LOKV) shares under the Sponsor Letter Agreement?

The filing notes that 524,783 shares were forfeited by the sponsor to the issuer for no consideration under the Sponsor Letter Agreement. This forfeiture was exempt from reporting requirements under Rule 16a-4(d), but is described in the footnotes for context.

Does Richard J. Hendrix personally own the reported Live Oak (LOKV) securities?

The securities are held of record by Live Oak Sponsor V, LLC. Hendrix, as managing member, has voting and investment discretion and may be deemed a beneficial owner, but he disclaims beneficial ownership except to the extent of his pecuniary interest in the sponsor.