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Teamshares Inc. has filed a mixed primary and resale shelf registration covering up to 16,000,000 shares of common stock issuable upon exercise of 16,000,000 warrants (4,500,000 private and 11,500,000 public) and a secondary offering of 19,663,254 shares of common stock plus 4,500,000 warrants held by selling securityholders. The resale shares equal about 26.7% of shares outstanding, creating potential stock overhang and volatility as lock-ups expire.
Teamshares will receive no proceeds from resale by selling holders, but would receive up to $184.0 million in cash if all warrants are exercised at $11.50, though cashless exercises would reduce this. Common stock and warrants trade on Nasdaq as “TMS” and “TMSWW,” which closed at $5.75 and $1.25 on July 27, 2026, below the warrant strike. Teamshares is an acquisition platform for small and mid-sized U.S. businesses, reporting over $400 million in consolidated revenue across more than 40 industries and 30 states, and completed a $525 million business combination with Live Oak Acquisition Corp. V that issued 52,500,000 shares plus up to 6,000,000 potential earnout shares tied to future share-price targets.
Teamshares Inc. is registering a mixed shelf covering up to 16,000,000 newly issued shares of common stock issuable upon warrant exercises and 19,663,254 existing shares, plus 4,500,000 warrants, for resale by selling securityholders.
The company will receive cash only if holders exercise warrants for cash; full cash exercise could raise about $184.0 million at a current exercise price of $11.50 per share, while no proceeds are received from resale securities. Registered resale shares equal roughly 26.7% of common stock outstanding, creating potential stock overhang.
Teamshares operates as a tech-enabled acquirer of SMEs with $0.5–$5 million of EBITDA, reporting over $400 million in consolidated revenue across more than 40 industries and 30 states. The business recently closed a SPAC merger with aggregate consideration of $525.0 million paid in stock and options and remains highly acquisition- and debt-dependent, with a need to refinance a sizable credit facility by late 2026. Significant earnout and founder share structures tie additional equity issuance to future share-price performance.
Teamshares Inc. reporting persons Live Oak Sponsor V, LLC and Richard Hendrix disclose beneficial ownership positions following the Business Combination and domestication. As of June 18, 2026, the Sponsor holds 5,124,781 shares and 4,500,000 warrants, with 9,624,781 voting/dispositive powers noted and a stated ownership percentage of 12.3% based on 73,660,538 shares outstanding.