Live Oak Acquisition Corp. V 8-K

What Happened

• Live Oak Acquisition Corp. V (LOKV) filed an 8‑K on May 13, 2026 announcing a Second Amendment to its Agreement and Plan of Merger (originally dated November 14, 2025; previously amended April 1, 2026). The parties include Live Oak, its merger subsidiaries, Teamshares Inc., Live Oak Sponsor V LLC and a representative for certain earnout participants.
• The Second Amendment incorporates and clarifies Teamshares’ offer that allows certain holders of Company Preferred Stock to elect “liquidation preference” treatment (instead of having eligible preferred shares converted into common stock under the original preferred‑for‑common exchange mechanics).

Key Details

• Amendment date: May 13, 2026; Original Merger Agreement dated November 14, 2025 (First Amendment dated April 1, 2026).
• Main change: adds procedures, definitions and mechanics for eligible holders to make a Liquidation Preference Election and requires Teamshares to give effect to those elections before carrying out the Company Preferred Stock Exchange under Section 1.7(c).
• Filing context: Live Oak and Teamshares previously filed a Form S‑4 (Registration Statement) on April 3, 2026 (amended April 30, 2026); the definitive proxy/prospectus will be mailed after the S‑4 is declared effective.

Why It Matters

• The amendment affects how certain preferred‑stock holders will be treated in the Business Combination—specifically whether they receive liquidation‑preference treatment or are converted to common stock—so it changes the mechanics (not, according to the filing, the economic terms or overall structure) of the merger for those holders.
• Retail investors should watch for the definitive proxy/prospectus (Form S‑4 materials) when declared effective, as it will contain full details on voting, conversion rights, and potential impacts on post‑closing ownership. Documents will be available via the SEC’s website and Live Oak’s contact provided in the filing.