Sec Form 4 Filing - Garriott Huntley @ Live Oak Bancshares, Inc. - 2021-04-06

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Garriott Huntley
2. Issuer Name and Ticker or Trading Symbol
Live Oak Bancshares, Inc. [ LOB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, Live Oak Bank
(Last) (First) (Middle)
1741 TIBURON DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
04/06/2021
(Street)
WILMINGTON, NC28403
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Voting Common Stock 04/06/2021 M 100,000 A 412,755 D
Voting Common Stock 04/06/2021 F 44,701 D $ 69.35 368,054 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Restricted Stock Units ( 1 ) 04/06/2021 M 100,000 ( 2 ) 02/11/2029 Voting Common Stock 100,000 $ 0 0 D
Restricted Stock Units ( 3 ) ( 4 ) ( 4 ) Voting Common Stock 15,000 15,000 D
Restricted Stock Units ( 3 ) ( 5 ) ( 5 ) Voting Common Stock 17,797 17,797 D
Restricted Stock Units ( 3 ) ( 6 ) ( 6 ) Voting Common Stock 500,000 500,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Garriott Huntley
1741 TIBURON DRIVE
WILMINGTON, NC28403
President, Live Oak Bank
Signatures
/s/ Jonathan A. Greene, By Power of Attorney 04/08/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each performance restricted stock unit ("PRSU") represents a contingent right to receive one share of Live Oak Bancshares, Inc. (the "Company") voting common stock.
( 2 )One hundred thousand of the PRSUs vested on April 6, 2021. The vesting of these PRSUs was contingent upon the Company's voting common stock attaining a closing price equal to or greater than $55.00 per share for at least twenty (20) consecutive trading days at any time prior to February 11, 2029. On April 6, 2021, the compensation committee of the Company's board of directors certified that this stock price condition had been satisfied and that these PRSUs were vested.
( 3 )Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Company's voting common stock.
( 4 )The RSUs vest in equal annual installments beginning on February 11, 2020 as follows: 7,500 shares vest on each of February 11, 2020, 2021, 2022, and 2023.
( 5 )4,449 of the RSUs will vest on each of February 10, 2022, 2023, and 2024; and 4,450 of the RSUs will vest on February 10, 2025, subject to the reporting person's continuous service to the Company or a related entity on such date.
( 6 )100,000 of the RSUs will vest annually beginning on February 22, 2023, subject to the reporting person's continuous service to the Company or a related entity on such date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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