SUTHERLAND JOHN W. 4

4 · Live Oak Bancshares, Inc. · Filed Feb 19, 2026

AI-generated summary of this filing

Updated Feb 19, 2026

Live Oak (LOB) CAO John Sutherland Exercises RSUs; Sells 158 Shares

What Happened

John W. Sutherland, Chief Accounting Officer of Live Oak Bancshares (LOB), exercised/converted 316 restricted stock units (RSUs) into common shares on 2026-02-17.
To satisfy tax withholding, 158 of those shares were withheld/sold at $40.75 each for a total tax payment of $6,439. Net shares retained from the conversion were 158.

Key Details

Date of transaction: February 17, 2026.
Exercise/conversion: 316 RSUs converted to 316 shares (derivative transaction code M).
Tax withholding/sale: 158 shares disposed at $40.75 per share, total $6,439 (code F).
Net shares received: 316 converted − 158 withheld = 158 shares retained.
Footnotes: RSUs represent contingent rights to one share and vest in scheduled installments under the company plan (see F1–F7 in the filing).
Filing timeliness: Report filed on Feb 19, 2026 (timely within required Form 4 window).
Shares owned after transaction: Not specified in the provided summary.

Context

This appears to be a routine conversion of RSUs with a sell-to-cover/tax-withholding for taxes—not a market-sale decision expressing a view on the stock.
For retail investors, purchases or net acquisitions can be more informative; here the insider retained 158 shares after withholding.

Form 4

Period: 2026-02-17

Chief Accounting Officer

Transactions

Exercise/Conversion
Voting Common Stock
[F1]
2026-02-17+316→ 16,689 total
Tax Payment
Voting Common Stock
2026-02-17$40.75/sh−158$6,439→ 16,531 total
Exercise/Conversion
Restricted Stock Units
[F1][F2]
2026-02-17−316→ 316 total
→ Voting Common Stock (316 underlying)

Holdings

Restricted Stock Units
[F1][F3]
→ Voting Common Stock (2,629 underlying)
2,629
Restricted Stock Units
[F1][F4]
→ Voting Common Stock (1,423 underlying)
1,423
Restricted Stock Units
[F1][F5]
→ Voting Common Stock (2,754 underlying)
2,754
Restricted Stock Units
[F1][F6]
→ Voting Common Stock (2,280 underlying)
2,280
Restricted Stock Units
[F1][F7]
→ Voting Common Stock (178 underlying)
178

Footnotes (7)

[F1]Each restricted stock unit ("RSU") represents a contingent right to receive one share of Live Oak Bancshares, Inc. (the "Company") voting common stock.
[F2]The RSUs vest in five equal annual installments beginning on February 14, 2023, subject to the reporting person's continuous service to the Company or a related entity on such date.
[F3]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.
[F4]The RSUs vest in five equal annual installments beginning on February 13, 2024, subject to the reporting person's continuous service to the Company or a related entity on such date.
[F5]The RSUs vest in five equal installments beginning on February 9, 2027, subject to the reporting person's continuous service to the Company or a related entity on such date.
[F6]The RSUs vest in five equal annual installments beginning on February 10, 2026, subject to the reporting person's continuous service to the Company or a related entity on such date.
[F7]The RSUs vest in five equal 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.

Signature

/s/ Jonathan A. Greene, By Power of Attorney|2026-02-19

1 file