Live Oak Bancshares, Inc.
For the period ended Dec 31, 2025. Filed Feb 27, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 27, 2026
LOB$34.40-0.7%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
| (a)(1) Financial Statements. The following financial statements are filed as part of this Report. | |
|---|---|
| Reports of Independent Registered Public Accounting Firms | |
| Consolidated Balance Sheets as of December 31, 2025 and 2024 | |
| Consolidated Statements of Income for the Years Ended December 31, 2025, 2024 and 2023 | |
| Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2025, 2024 and 2023 | |
| Consolidated Statements of Changes in Shareholders’ Equity for the Years Ended December 31, 2025, 2024 and 2023 | |
| Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023 | |
| Notes to Consolidated Financial Statements | |
| (a)(2) Financial Statement Schedules. All applicable financial statement schedules required under Regulation S-X have been included in the Notes to the Consolidated Financial Statements. | |
| Exhibit No. | Description of Exhibit |
| 3.1 | Amended and Restated Articles of Incorporation of Live Oak Bancshares, Inc. (incorporated by reference to Exhibit 3.1 of the registration statement on Form S-1, filed on June 19, 2015) |
| 3.2 | Articles of Amendment designating the 8.375% Fixed Rate Series A Non-Cumulative Perpetual Preferred Stock (incorporated by reference to Exhibit 3.2 of the Form 8-A, filed on August 4, 2025) |
| 3.3 | Amended Bylaws of Live Oak Bancshares, Inc. (incorporated by reference to Exhibit 3.2 of the amended registration statement on Form S-1, filed on July 13, 2015) |
| 4.1 | Form of Common Stock Certificate (incorporated by reference to Exhibit 4.1 of the registration statement on Form S-1, filed on June 19, 2015) |
| 4.2 | Deposit Agreement, by and among Live Oak Bancshares, Inc., and Broadridge Corporate Issuer Solutions, LLC, and the Holders from time to time of the depositary receipts described therein (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K, filed on August 4, 2025) |
| 4.3 | Form of Depositary Receipt representing the Depositary Shares (included as Exhibit A to Exhibit 4.2 hereto) (incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K, filed on August 4, 2025) |
| 4.4 | Description of Securities Registered under Section 12 of the Exchange Act * |
| 10.1 | 2008 Incentive Stock Option Plan, as amended (incorporated by reference to Exhibit 10.1 of the registration statement on Form S-1, filed on June 19, 2015) # |
| 10.2.1 | 2008 Nonstatutory Stock Option Plan, as amended (incorporated by reference to Exhibit 10.2 of the registration statement on Form S-1, filed on June 19, 2015) # |
| 10.2.2 | Amendment to 2008 Nonstatutory Stock Option Plan effective July 1, 2019 (incorporated by reference to Exhibit 10.2 of the quarterly report on Form 10-Q, filed on August 6, 2019) # |
| 10.3.1 | Second Amended and Restated Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.2 of the current report on Form 8-K, filed on May 12, 2021) # |
| 10.3.2 | Amendment to Second Amended and Restated 2014 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.2 of the registration statement on Form S-8, filed on August 6, 2024) # |
| 10.4.1 | 2015 Omnibus Stock Incentive Plan as Amended and Restated effective May 24, 2016 (incorporated by reference to Exhibit 10.1 of the current report on Form 8-K, filed on May 27, 2016) # |
| 10.4.2 | Amendment to 2015 Omnibus Stock Incentive Plan dated May 15, 2018 (incorporated by reference to Exhibit 10.1 of the current report on Form 8-K, filed on May 18, 2018) # |
| 10.4.3 | Amendment to 2015 Omnibus Stock Incentive Plan dated May 11, 2021 (incorporated by reference to Exhibit 10.1 of the current report on Form 8-K, filed on May 12, 2021) # |
| 10.4.4 | Amendment to the 2015 Omnibus Stock Incentive Plan dated May 16, 2023 (incorporated by reference to Exhibit 10.4 of the registration statement on Form S-8, filed on August 4, 2023) # |
| 10.4.5 | Amendment to 2015 Omnibus Stock Incentive Plan dated November 14, 2023 (incorporated by reference to Exhibit 10.4.4 of the annual report on Form 10-K, filed on February 22, 2024) # |
| 10.5.1 | Form of Stock Option Award Agreement for executive officers under the 2015 Omnibus Stock Incentive Plan (incorporated by reference to Exhibit 10.8 of the 2015 10-K) # |
| 10.5.2 | Form of RSU Award Agreement for certain executive officers (incorporated by reference to Exhibit 99.2 of the current report on Form 8-K, filed on February 24, 2021) # |
| 10.5.3 | RSU Award Agreement for William C. Losch, III (incorporated by reference to Exhibit 10.2 of the quarterly report on Form 10-Q, filed on November 3, 2021) # |
| 10.5.4 | Form of RSU Award Agreement for certain executive officers (incorporated by reference to Exhibit 99.1 of the current report on Form 8-K, filed on February 18, 2022) # |
| 10.5.5 | Form of RSU Award Agreement for certain executive officers (incorporated by reference to Exhibit 99.1 of the current report on Form 8-K, filed on February 17, 2023) # |
| 10.5.6 | Form of RSU Award Agreement for certain executive officers (incorporated by reference to Exhibit 99.1 of the current report on Form 8-K, filed on February 16, 2024) # |
| 10.5.7 | Letter Amendment to Form of RSU Award Agreements for certain executive officers (incorporated by reference to Exhibit 10.6.9 of the annual report on Form 10-K, filed February 22, 2024) # |
| 10.5.8 | Form of 2024 RSU Award Agreement for non-employee directors (incorporated by reference to Exhibit 10.1 of the quarterly report on Form 10-Q, filed on August 6, 2024) # |
| 10.5.9 | Form of RSU Award Agreement for certain executive officers (incorporated by reference to Exhibit 99.1 of the current report on Form 8-K, filed on February 14, 2025)# |
| 10.5.10 | Form of 2025 RSU Award for non-employee directors (incorporated by reference to Exhibit 10.1 of the quarterly report on Form 10-Q, filed on August 5, 2025) # |
| 10.5.11 | RSU Award Agreement for Mark M. Moroz * |
| 10.5.12 | RSU Award Agreement for Walter J. Phifer (incorporated by reference to Exhibit 10.1 of the quarterly report on Form 10-Q, filed on November 17, 2025) # |
| 10.5.13 | Form of RSU Award Agreement for certain executive officers (incorporated by reference to Exhibit 99.1 of the current report on Form 8-K, filed on February 13, 2026 # |
| 16.1 | Letter from Forvis Mazars, LLP dated August 9, 2024 (incorporated by reference to Exhibit 16.1 of the current report on Form 8-K, filed on August 9, 2024) |
| 19.1 | Live Oak Bancshares, Inc. Insider Trading Policy * |
| 21.1 | Subsidiaries of the Registrant* |
| 23.1 | Consent of the Independent Registered Public Accounting Firm - KPMG, LLP* |
| 23.2 | Consent of the Independent Registered Public Accounting Firm - Forvis Mazars, LLP* |
| 31.1 | Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002* |
| 31.2 | Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002* |
| 32 | Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002** |
| 97 | Live Oak Bancshares, Inc. Clawback Policy * |
| 101.INS | Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) |
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| 101.SCH | Inline XBRL Taxonomy Extension Schema Document |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document |
|---|---|
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
| ** | Furnished herewith. This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that Section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934. |
|---|---|
| # | Denotes management contract or compensatory plan. |
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