Live Oak Bancshares, Inc 8-K/A, filed Aug 15, 2025
Live Oak Bancshares, Inc. (LOB)
8-K/A
2025-08-15
For: 2025-08-12
View Original
Added on
April 08, 2026
About this 8-K/A
Live Oak Bancshares, Inc filed this 8-K/A on August 15, 2025, reporting on events of August 12, 2025.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A (Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 12, 2025
(Exact name of registrant as specified in its charter) | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||
Registrant’s Telephone Number, Including Area Code: (910 ) 790-5867
| Not Applicable | ||
| (Former name or former address, if changed since last report) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
EXPLANATORY NOTE
The sole purpose of this Form 8-K/A (this “Amendment”) is to add iXBRL tagging to the table on the cover page under the caption “Securities registered pursuant to Section 12(b) of the Act” that was inadvertently omitted at the time of the initial filing. No other changes have been made, and this Amendment does not modify or update in any way the disclosures previously made in the original Form 8-K filed on August 12, 2025.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On August 12, 2025, the Board of Directors (the “Board”) of Live Oak Bancshares, Inc. (the “Company”) appointed Jeffrey Williams Lunsford to serve as a Board member until the Company’s next annual meeting of shareholders. Mr. Lunsford was also appointed as a member of the Board of Live Oak Banking Company (the “Bank”), the Company’s wholly owned subsidiary.
The Board has not yet determined the committees to which Mr. Lunsford will be appointed, if any. Mr. Lunsford will participate in the current director compensation arrangements generally applicable to the Company’s non-employee directors as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on April 5, 2025, pro-rated for service until the next annual meeting of shareholders. There are no arrangements or understandings between Mr. Lunsford and any other persons pursuant to which he was selected as a director.
Mr. Lunsford is Chairman of the Board of Directors and a co-founder of DefenseStorm, Inc. (“DefenseStorm”). He and members of his “immediate family” (as defined in Instruction 1.a.iii. to Item 404(a) of SEC Regulation S-K) own approximately 8.83% of DefenseStorm. As of June 30, 2025, certain other directors and executive officers of the Company, their related business interests, and members of their immediate families collectively own approximately 3.96% of DefenseStorm. The Company’s wholly owned subsidiary, Live Oak Ventures, Inc., owns approximately 4.49% of DefenseStorm as of June 30, 2025. DefenseStorm provides a broad range of information technology and cybersecurity solutions designed for financial institutions. The Bank paid $469,152 in 2024 and has paid $484,881 thus far in 2025 to DefenseStorm for these services.
A copy of the Company’s press release announcing the appointment of Mr. Lunsford is attached as Exhibit 99.1 to this Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| LIVE OAK BANCSHARES, INC. | ||||||||
| Date: August 15, 2025 | By: | /s/ Gregory W. Seward | ||||||
| Gregory W. Seward General Counsel & Chief Risk Officer | ||||||||
Live Oak Bancshares Announces Appointment of Jeffrey W. Lunsford to Board of Directors
WILMINGTON, N.C., August 12, 2025 -- Live Oak Bancshares announced today the appointment of Jeffrey W. Lunsford to its board of directors. Lunsford has also been appointed to the board of directors of Live Oak Bank.
“As a successful entrepreneur and financial technology expert, Jeff brings a deep level of technical expertise to our board,” said Live Oak Bancshares Chairman and CEO James S. (Chip) Mahan III. “His skill sets are an excellent match for Live Oak as we continue to redefine what it means to build a community bank of the future.”
Lunsford is a technology veteran with three decades of experience leading fintech, internet and software companies. He currently serves as Chairman and CEO of Tealium, a global provider of customer data infrastructure for the AI era. He previously served as Chairman and CEO of Limelight Networks, and Chairman and CEO of WebSideStory, a SaaS-based web analytics provider that went public in 2004 and is now part of Adobe Systems. Prior to that, Lunsford was the CEO of TogetherSoft, a software development tools company that was sold to Borland Software, and before that he ran Corporate Development at S1 Corporation.
“The Live Oak team has operated at the forefront of innovation in financial services for decades. I am excited to work alongside the board and management as we build toward the company’s mission of becoming America’s small business bank,” said Lunsford. “I am thrilled to be part of the Live Oak journey as the company embraces new advancements to help create delightful customer experiences and improve operating efficiency.”
A former Naval Aviator, Lunsford received a Bachelor of Science in Information and Computer Sciences from the Georgia Institute of Technology. He also co-founded DefenseStorm, a real-time cyber safety and soundness platform for financial services, where he currently serves as Chairman of the board.
About Live Oak Bancshares
Live Oak Bancshares, Inc. (NYSE: LOB) is a financial holding company and parent company of Live Oak Bank. Live Oak Bancshares and its subsidiaries partner with businesses who share a groundbreaking focus on service and technology to redefine banking. To learn more, visit www.liveoak.bank.
Live Oak Bancshares, Inc. (NYSE: LOB) is a financial holding company and parent company of Live Oak Bank. Live Oak Bancshares and its subsidiaries partner with businesses who share a groundbreaking focus on service and technology to redefine banking. To learn more, visit www.liveoak.bank.
Contact:
Claire Parker
Live Oak Bank, Corporate Communications
910.597.1592
claire.parker@liveoak.bank
Claire Parker
Live Oak Bank, Corporate Communications
910.597.1592
claire.parker@liveoak.bank