Cairns Michael 4

What Happened

• Michael Cairns, Chief Credit Officer of Live Oak Bancshares, had a grant of 10,778 restricted stock units (RSUs) reported on Feb 9, 2026 and, on Feb 10, 2026, converted/exercised 1,282 RSUs into common shares. Of those, 638 shares were surrendered (withheld) to cover tax withholding at $41.04 per share, equal to $26,184.
• The RSU grant (10,778 units) is a derivative award (each RSU represents a contingent right to one share). The conversion and share withholding are routine tax-related transactions rather than an open-market sale or purchase.

Key Details

• Transaction dates: RSU grant on 2026-02-09; conversion/settlement and tax withholding on 2026-02-10. Form 4 filed 2026-02-11.
• Prices and values: tax withholding used 638 shares at $41.04 = $26,184. Other derivative lines report $0.00 (typical for RSU settlements) or N/A where not applicable.
• Shares owned after transaction: Not disclosed in this Form 4.
• Footnotes/vesting: RSUs represent the right to one share (F1). The 10,778 RSUs vest under multiple schedules (some vesting annually beginning Feb 10, 2026 or Feb 9, 2027, and various prior/future annual tranches through 2029) per footnotes F2–F8. Several smaller tranches had prior vesting dates in 2024–2025.
• Filing timeliness: Form 4 filed 2026-02-11; no late-filing flag indicated in the provided report.

Context

• These entries reflect an award of RSUs and their partial settlement; withholding shares to satisfy tax obligations is common and does not indicate an open-market sale or a directional trade.
• Transaction codes: A = award/grant (RSUs), M = exercise/conversion of derivative (conversion/settlement of RSUs), F = share surrender/payment to satisfy tax liability.