Live Oak Sponsor V, LLC 4

4 · Live Oak Acquisition Corp. V · Filed Jun 23, 2026

AI-generated summary of this filing

Updated Jun 23, 2026

Live Oak Acquisition (TMS) Sponsor Receives Award, Converts Derivatives

What Happened

Live Oak Sponsor V, LLC (a 10% owner/sponsor) reported merger-related transactions on 2026-06-18: a conversion of derivative securities resulting in 5,124,547 shares (conversion entries show both an acquired and a disposed derivative entry) and an award/grant of 4,500,000 shares. No per-share prices are reported (N/A) because these shares were issued/converted as part of the issuer’s business combination (the Merger).

Key Details

Transaction date: June 18, 2026; Form 4 filed June 23, 2026 (filed after the 2-business-day Form 4 window).
Prices/values: N/A — shares issued/converted in connection with the Merger (not open-market trades).
Share counts reported: conversion of 5,124,547 shares (conversion entries show both acquisition and disposition of derivative securities) and grant/acquisition of 4,500,000 shares.
Shares subject to forfeiture: 1,150,000 shares are subject to forfeiture if certain stock-price thresholds are not met; 524,783 shares were forfeited back to the issuer previously pursuant to the Sponsor Letter Agreement (exempt from reporting under Rule 16a-4(d)).
Shares owned after the transactions: not specified in the provided filing extract.
Filing timeliness: appears late (reported June 23 for a June 18 transaction) — marked as not timely under the usual 2-business-day Form 4 rule.

Context

These were not open-market purchases or sales by an individual insider but merger-related conversions and a sponsor award. The conversion reflects the issuer’s domestication and the closing of the Merger (Class B shares converting to common stock and related award consideration).
For retail investors: merger-issued awards and conversions are administrative/corporate-transaction items and don’t necessarily signal insider sentiment like a buy or sell in the open market. Note the conditional forfeiture provisions — some award shares can be clawed back if stock-price targets aren’t met.

Form 4Exit

Period: 2026-06-18

Other

Transactions

Conversion
Common Stock
[F1][F2][F3]
2026-06-18+5,124,547→ 5,124,547 total
Conversion
Class B Ordinary Shares
[F1][F2][F4]
2026-06-18−5,124,547→ 0 total
→ Common Stock (5,124,547 underlying)
Award
Warrants
[F1][F2][F4]
2026-06-18+4,500,000→ 4,500,000 total(indirect: See Footnote)
Exercise: $11.50From: 2026-07-18Exp: 2031-06-18→ Common Stock (4,500,000 underlying)

Footnotes (4)

[F1]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.
[F2]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.
[F3]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").
[F4]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).

Signature

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

1 file