MAHAN JAMES S III 4

What Happened
James S. Mahan III, CEO of Live Oak Bancshares, sold a total of 10,000 shares on May 21, 2026 in two open-market transactions. He sold 6,612 shares at a weighted-average price of $36.92 for $244,129 and 3,388 shares at a weighted-average price of $37.42 for $126,787, for total proceeds of $370,916. The sales were effected under a Rule 10b5-1 trading plan adopted August 27, 2025.

Key Details

• Transaction date: May 21, 2026. Form 4 filed May 26, 2026 (timely—filed within the required two business days, accounting for the May 25 federal holiday).
• Trade specifics:
  • 6,612 shares — weighted average $36.92 — $244,129; executed in multiple trades at prices ranging $36.37–$37.3548 (footnote F2).
  • 3,388 shares — weighted average $37.42 — $126,787; executed in multiple trades at prices ranging $37.3569–$37.49 (footnote F3).
  • Total: 10,000 shares for $370,916.
• Shares owned after transaction: Not disclosed in the information provided.
• Notable footnotes: F1 confirms the trades were under a 10b5-1 plan (adopted Aug 27, 2025). F2 and F3 note execution in multiple trades with price ranges; the filer will provide detailed breakdowns on request.

Context
These were planned sales under a 10b5-1 plan, which typically authorizes pre-set trades and reduces the ability to infer current insider sentiment from the transactions. Sales are common for liquidity or diversification reasons; purchases generally carry more informational weight for investors.