Spencer Courtney 4

What Happened

• Spencer Courtney, Chief Experience Officer of Live Oak Bancshares, converted (exercised) RSUs into 4,973 common shares in two transactions on Feb 12 and Feb 13, 2026 (2,128 and 2,845 shares).
• To satisfy tax withholding, 1,038 shares (withheld at $40.22 each, $41,748) and 1,264 shares (withheld at $40.54 each, $51,243) were surrendered — a total of 2,302 shares withheld for taxes (~$92,991).
• The RSU conversions show $0 exercise price (typical for RSU vesting); this was not an open-market sale but a vesting/conversion with share withholding to cover tax obligations.

Key Details

• Transaction dates: Feb 12, 2026 (2,128 shares converted; 1,038 withheld) and Feb 13, 2026 (2,845 shares converted; 1,264 withheld). Withholding prices: $40.22 and $40.54.
• Total shares converted: 4,973; total shares withheld for taxes: 2,302; total withholding value reported: $92,991.
• Footnotes: RSUs represent a contingent right to one share and vest under multi-year schedules (various pro rata/annual vesting provisions are noted in the filing).
• Shares owned after the transactions: not specified in the provided filing details.
• Filing timing: Report filed Feb 17, 2026 for transactions on Feb 12–13 — appears later than the standard 2-business-day Form 4 deadline.

Context

• These entries reflect RSU vesting and net settlement for tax withholding (routine corporate practice), not an open-market purchase or sale by the insider. Code M indicates exercise/conversion of a derivative (RSU), and code F indicates shares withheld to cover taxes. Such withholding is common and does not by itself indicate a change in the insider’s market view.