Live Oak Bancshares Inc.

12/11/2024 | Press release | Distributed by Public on 12/11/2024 17:40

Statement of Changes in Beneficial Ownership (Form 4)

Ownership Submission
FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Phifer Walter J
2. Issuer Name and Ticker or Trading Symbol
Live Oak Bancshares, Inc. [LOB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
1741 TIBURON DRIVE 		3. Date of Earliest Transaction (Month/Day/Year)
12/09/2024
(Street)
WILMINGTON, NC 28403 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
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
Voting Common Stock 12/09/2024 M 1,572 A (1) 5,174 D
Voting Common Stock 12/09/2024 F 699 D $45.3 4,475 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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
Restricted Stock Units (1) 12/09/2024 M 1,572 (2) (2) Voting Common Stock 1,572 $ 0 4,716 D
Restricted Stock Units (1) (3) (3) Voting Common Stock 195 195 D
Restricted Stock Units (1) (4) (4) Voting Common Stock 138 138 D
Restricted Stock Units (1) (5) (5) Voting Common Stock 706 706 D
Restricted Stock Units (1) (6) (6) Voting Common Stock 10,015 10,015 D
Employee Stock Option (right to buy) $13.59 (7) 02/16/2026 Voting Common Stock 6,160 6,160 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Phifer Walter J
1741 TIBURON DRIVE
WILMINGTON, NC 28403 		Chief Financial Officer

Signatures

/s/ Jonathan A. Greene, By Power of Attorney 12/11/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Each restricted stock unit ("RSU") represents a contingent right to receive one share of Live Oak Bancshares, Inc. (the "Company") voting common stock.
(2) The RSUs vest in five pro rata annual installments beginning on December 9, 2023, subject to the reporting person's continuous service to the Company or a related entity on such date.
(3) The RSUs vest in five pro rata annual installments beginning on February 10, 2021, subject to the reporting person's continuous service to the Company or a related entity on such date.
(4) The RSUs vest in five pro rata annual installments beginning on February 22, 2022, subject to the reporting person's continuous service to the Company or a related entity on such date.
(5) The RSUs vest in five pro rata annual installments beginning on December 15, 2022, subject to the reporting person's continuous service to the Company or a related entity on such date.
(6) The RSUs vest in five equal annual installments beginning on February 12, 2025, subject to the reporting person's continuous service to the Company or a related entity on such date.
(7) The shares subject to this option vested and became exercisable yearly in seven installments beginning on February 16, 2017, as follows: 10% of the shares subject to the option vested on each of February 16, 2017, 2018, 2019, 2020, and 2021; 25% of the shares subject to the option vested on each of February 16, 2022 and 2023.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.