Phifer Walter J 4

What Happened

• Walter J. Phifer, Chief Financial Officer of Live Oak Bancshares, exercised stock options on February 6, 2026 to acquire 6,160 shares at an exercise price of $13.59 per share, for a total paid of $83,714.
• The filing also reports a simultaneous disposition of the same 6,160 shares at $0.00 (reported as a derivative disposition). This pattern commonly reflects shares being withheld/surrendered to cover taxes or option exercise costs rather than an open-market sale.

Key Details

• Transaction date: 2026-02-06; Filing date (Form 4): 2026-02-09 (timely filing).
• Exercise details: 6,160 shares acquired at $13.59/share = $83,714 (transaction code M).
• Disposition details: 6,160 shares disposed at $0.00 (reported as derivative disposition), likely share withholding to satisfy tax or payment obligations.
• Shares owned after transaction: Not disclosed in the provided filing excerpt.
• Relevant footnote: F1 describes the original option vesting schedule (annual vesting installments from 2017–2023), indicating these options were previously granted and vested over time. Other footnotes (F2–F8) describe RSU terms included elsewhere in the filing but are not specifically tied to this exercise.

Context

• This was an option exercise (derivative transaction). When the same shares are reported as acquired and immediately disposed at no cash consideration, it typically means shares were surrendered to the company to cover taxes or exercise costs (a common, administrative outcome rather than a directional market bet).
• No open-market purchase or sale is reported here, and no 10b5-1 plan or late filing flag is indicated in the provided data.