17 unchanged sentences
The Company's voting common stock trades on the New York Stock Exchange LLC (the “NYSE”) under the symbol “LOB.” As of January 31, 2026, there were 200 holders of record of the Company's voting common stock.
+Added: The Company’s depositary shares, each representing a 1/40 th interest in a share of 8.375% fixed rate series A non-cumulative perpetual preferred stock, no par value per share (the “depositary shares”) trade on the NYSE under the symbol “LOB/PA”.
The Company's principal executive office is located at 1741 Tiburon Drive, Wilmington, North Carolina 28403, telephone number (910) 790-5867.
13 unchanged sentences
The Company’s employees are the source of our deep industry and product expertise and the embodiment of our culture.
−Removed: It is this industry vertical expertise, product knowledge and our culture that differentiate the Company and allow us to provide an unprecedented customer experience and live our mission to fuel the growth of small business across the country and be America’s Small Business Bank.
+Added: It is this industry vertical expertise, product knowledge and our culture that differentiate the Company and allow us to provide an unprecedented customer service and live our mission to fuel the growth of small business across the country and be America’s Small Business Bank.
As a financial institution, our ability to attract, develop and retain highly qualified employees is critical to our success.
9 unchanged sentences
The Company’s human capital initiatives are both internally and externally focused.
−Removed: The Company and ERG leadership and membership remain committed to celebrating and supporting a wide variety of locally owned small business through on-campus events that showcase a broad range of entrepreneurs in the surrounding communities.
−Removed: Our commitment to providing and enhancing a support infrastructure for people with underrepresented backgrounds remains a strategic initiative.
+Added: The Company and ERG leadership and membership remain committed to celebrating and supporting a wide variety of locally owned small businesses through on-campus events that showcase a broad range of entrepreneurs in the surrounding communities.
+Added: Our commitment to providing and enhancing a support infrastructure for people of all backgrounds remains a strategic initiative.
The Company intends to continue to identify, monitor and measure meaningful equal opportunity goals, to foster a welcoming environment through education, communication and recruiting efforts, and to provide support so that all employees have the resources and relationships they need to be successful and thrive.
30 unchanged sentences
• Internally led “lunch and learn” meetings for role-specific skills;
+Added: • Peer-to-peer learning networks for managerial responsibilities and leadership development;
• Internally led credit committee meetings open to all employees for participation;
12 unchanged sentences
The Company competes with national banking organizations, including the largest commercial banks headquartered in the country, all of which have small business lending divisions.
−Removed: The Company also competes with other federally and state-chartered financial institutions such as community banks and credit unions, finance and business development companies, peer-to-peer and marketplace lenders and other non-bank lenders.
+Added: The Company also competes with other federally and state-chartered financial institutions such as community banks and credit unions.
Many of the Company's competitors have higher legal lending limits and are also able to provide a wider array of services and make greater use of media advertising given their size and resources.
+Added: The Company also faces competition from non-bank entities, such as finance and business development companies, peer-to-peer and marketplace lenders, other non-bank lenders, and financial technology companies.
+Added: These non-bank entities are not subject to the same regulatory restrictions as banks and bank holding companies.
+Added: As a result, they may be able to operate with greater flexibility and lower cost structures.
Despite the intense level of competition among small business lenders, the Company believes that it occupies a lending category distinct from its competitors.
5 unchanged sentences
• Government Loan Solutions, Inc.
−Removed: (“GLS”), a management and technology consulting firm that specializes in the settlement, accounting, and securitization processes for government guaranteed loans, including loans originated under the SBA 7(a) loan program and USDA-guaranteed loans.
+Added: (“GLS”), a management and technology consulting firm that advises and offers solutions and services to participants in the government guaranteed lending sector.
+Added: GLS primarily provides services in connection with the settlement, accounting, and securitization processes for government guaranteed loans, including loans originated under the SBA 7(a) loan programs and USDA guaranteed loans.
In 2010, the Bank formed Live Oak Number One, Inc., a wholly owned subsidiary, to hold properties foreclosed on by the Bank.
2 unchanged sentences
LOCEF was formed in November 2016 as a subsidiary of Bancshares for the purpose of providing financing to entities for renewable energy applications.
−Removed: Tiburon Land Holdings, LLC was formed in the third quarter of 2022 as a subsidiary of the Bank to hold land adjacent to the Bank’s headquarters consisting of wetlands and other protected property for the use and enjoyment of the Bank’s employees and customers.
+Added: Tiburon Land Holdings, LLC was formed in 2022 as a subsidiary of the Bank to hold land adjacent to the Bank’s headquarters consisting of wetlands and other protected property for the use and enjoyment of the Bank’s employees and customers.
The Company’s operations are managed along one significant operating segment.
6 unchanged sentences
This framework includes federal and state laws, regulations, policy statements, guidance, and other interpretative materials that define the obligations and requirements for financial institutions.
−Removed: Regulations of banks and their holding companies is subject to continual revision, through legislative changes, regulatory revisions, and the evolving supervisory objectives of federal and state banking agency examiners and supervisory staff.
+Added: Regulation of banks and their holding companies is subject to continual revision, through legislative changes, regulatory revisions, and the evolving supervisory objectives of federal and state banking agency examiners and supervisory staff.
It is not possible to predict the content or timing of changes to the laws and regulations that may impact the business of the Company.
1 unchanged sentence
In addition to the regulation and supervision summarized below, Bancshares is a reporting company under the Securities Exchange Act of 1934 (the “Exchange Act”) and is required to file reports with the SEC and otherwise comply with federal securities laws.
−Removed: Bancshares’ voting common stock is listed on the NYSE.
+Added: Bancshares’ voting common stock and its depositary shares are listed on the NYSE.
Consequently, in addition to the rules promulgated by the SEC, Bancshares must also comply with the listing standards applicable to NYSE-listed companies.
7 unchanged sentences
The information set forth below is subject to change.
−Removed: As a result of the 2024 presidential and congressional elections, control of the White House and Congress shifted to the Republican Party in January 2025.
−Removed: The new administration has taken action in its first several weeks in office that indicate its intention to generally reduce federal regulation of the financial services industry.
−Removed: For example, on February 8, 2025, the acting director of the Consumer Financial Protection Bureau (the “CFPB”) issued a notice to its staff to cease all supervision and examination activity.
−Removed: It is currently unknown what, if any, of the CFPB’s policies or directives will continue.
−Removed: Congress or the federal bank regulatory agencies may modify or rescind rule making and regulatory guidance issued under the prior administration.
−Removed: However, the timing and impact of any changes to the regulatory, enforcement, and supervisory priorities of the federal bank regulatory agencies is not known at this time.
+Added: The federal government’s approach to regulation of the financial services industry can vary depending on the political parties in control of the White House and Congress.
+Added: Congress or the federal bank regulatory agencies may modify or rescind rule making and regulatory guidance issued under prior administrations.
Changes in applicable law or regulation, and in their application by regulators, may have a material effect on the business of the Company and the Bank.
−Removed: The Company and the Bank will continue to closely monitor developments and changes.
+Added: The Company and the Bank closely monitor developments and changes.
Federal Bank Holding Company Regulation and Structure
106 unchanged sentences
Compliance by Bancshares and the Bank with these capital requirements affects their respective operations by increasing the amount of capital required to conduct operations.
−Removed: The FDIC has set the minimum required Community Bank Leverage Ratio (“CBLR”) at 9%.
−Removed: A qualifying community banking organization may elect to use the CBLR framework if its CBLR is greater than 9%.
−Removed: A qualifying community banking organization that has chosen the proposed framework is not required to calculate the existing risk-based and leverage capital requirements.
−Removed: A bank is also considered to have met the capital ratio requirements to be well capitalized for the agencies’ prompt corrective action rules provided it has a CBLR greater than 9%.
−Removed: The Company has not elected to implement the CBLR framework at this time.
The Company must comply with numerous laws related to any potential acquisition activity.
24 unchanged sentences
Live Oak Bank’s insurance assessments during 2025 and 2024 were $14.7 million and $10.8 million, respectively.
−Removed: In conjunction with the Amended Restoration Plan, the FDIC Board increased deposit insurance assessment rates by two basis points for all insured depository institutions, effective in 2023.
The FDIC may terminate insurance of deposits upon a finding that an institution has engaged in unsafe and unsound practices, is in an unsafe or unsound condition to continue operations, or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC.
48 unchanged sentences
A bank holding company will not be permitted to become a financial holding company and no new activities authorized under the Gramm-Leach-Bliley Act may be commenced by a holding company or by a bank financial subsidiary if any of its bank subsidiaries received less than a satisfactory Community Reinvestment Act rating in its latest Community Reinvestment Act examination.
−Removed: The Bank received an “Outstanding” rating in its last Community Reinvestment Act examination, which was conducted as of December 28, 2021.
+Added: The Bank received a “Satisfactory” rating in its last Community Reinvestment Act examination, which was conducted as of March 11, 2025.
The Volcker Rule
18 unchanged sentences
The nature and timing of any changes in such policies and their effect on the Company's business and results of operations cannot be predicted.
−Removed: Current and future legislation and the policies established by federal and state regulatory authorities will affect the Company's future operations.
−Removed: Banking legislation and regulations may limit the Company's growth and the return to its investors by restricting certain of its activities.
−Removed: In addition, capital requirements could be changed and have the effect of restricting the activities of the Company or requiring additional capital to be maintained.
−Removed: The Company cannot predict with certainty what changes, if any, will be made to existing federal and state legislation and regulations or the effect that such changes may have on the Company's business and results of operations.
Real Estate Lending Evaluations
2 unchanged sentences
The regulations establish loan-to-value ratio limitations on real estate loans.
−Removed: Live Oak Bank’s respective loan policies establish limits on loan to value ratios that are equal to or less than those established in such regulations.
+Added: Live Oak Bank’s loan policies establish limits on loan to value ratios that are equal to or less than those established in such regulations.
Commercial Real Estate Concentrations
33 unchanged sentences
The CFPB is authorized to prevent unfair, deceptive and abusive practices and ensure that consumers have access to markets for consumer financial products and services and that such markets are fair, transparent and competitive.
−Removed: However, as noted above, the acting director of the CFPB instructed its staff to cease all supervision and examination activity.
−Removed: It is not currently known what, if any, of the CFPB’s policies or directives will continue.
+Added: However, the CFPB has been largely inactive since early 2025, when its acting director instructed CFPB staff to cease all supervision and examination activity.
+Added: It is not currently known what, if any, of the CFPB’s policies or directives will ultimately continue.
The Dodd-Frank Act and its implementing regulations impose various additional requirements on bank holding companies and banks with $10 billion or more in total consolidated assets.
As of December 31, 2025, the Company and the Bank each had total assets of $15.13 billion and $15.06 billion, respectively.
−Removed: Management’s Discussion and Analysis of Financial Condition and Results of Operations - Regulatory Impact of Asset Growth.
Federal and State Taxation
5 unchanged sentences
Taxable income is generally calculated under applicable sections of the Internal Revenue Code of 1986, as amended (the “Code”), with some modifications required by state law for computing state taxable income.
−Removed: Although the Company’s federal income tax liability is determined under provisions of the Code, which is applicable to all taxpayers, Sections 581 through 597 of the Code provide special rules that apply specifically to financial institutions.
+Added: Although the Company’s federal income tax liability is determined under provisions of the Code, which is applicable to all taxpayers, Sections 581 through 585 and Section 597 of the Code provide special rules that apply specifically to banks.
Management continues to explore investments that generate investment tax credits and as a result there can be no assurance as to the actual effective rate because it will be dependent upon the nature and amount of future income and expenses as well as actual investments generating investment tax credits and transactions with discrete tax effects.
Evolving Legislation and Regulatory Action
−Removed: New laws or regulations or changes to existing laws and regulations, including changes in interpretation or enforcement, could materially adversely affect the Company's financial condition or results of operations.
+Added: Current and future legislation and the policies established by federal and state regulatory authorities will affect the Company's future operations.
+Added: Banking legislation and regulations may limit the Company's growth and the return to its investors by restricting certain of its activities.
+Added: In addition, capital requirements could be changed and have the effect of restricting the activities of the Company or requiring additional capital to be maintained.
+Added: The Company cannot predict with certainty what changes, if any, will be made to existing federal and state legislation and regulations or the effect that such changes may have on the Company's business and results of operations.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.