| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Live Oak Acquisition Corp. V [ TMS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/18/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | ||||||
| Common Stock | 06/18/2026 | A | 13,587 | A | $9.2 | 13,587 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
| Stock Option | $0.76 | 06/18/2026 | A | 74,228 | (2) | 05/31/2031 | Common Stock | 74,228 | (1) | 74,228 | D | ||||
| Stock Option | $0.76 | 06/18/2026 | A | 15,975 | (2) | 05/31/2031 | Common Stock | 15,975 | (1) | 15,975 | D | ||||
| Stock Option | $3.92 | 06/18/2026 | A | 45,101 | (2) | 01/13/2032 | Common Stock | 45,101 | (1) | 45,101 | D | ||||
| Stock Option | $7.01 | 06/18/2026 | A | 90,203 | (3) | 08/20/2033 | Common Stock | 90,203 | (1) | 90,203 | D | ||||
| Explanation of Responses: |
| 1. Represents securities received as part of the Issuer's business combination, in connection with an Agreement and Plan of Merger, dated as of November 14, 2025, as amended and supplemented from time to time (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), Catalyst Sub Inc., Catalyst Sub 2 LLC, Live Oak Sponsor V, LLC, Teamshares Inc. ("Legacy Teamshares") and Brian Gaebe, as the representative of the Legacy Teamshare holders entitled to receive earnout shares, pursuant to which the common stock of Legacy Teamshares automatically converted into newly issued shares of Common Stock, pursuant to the terms of the Merger Agreement. In addition, each Legacy Teamshares stock option was automatically converted into the right to receive stock options of the Issuer, pursuant to the terms of the Merger Agreement. |
| 2. The stock option is fully vested and exercisable. |
| 3. The stock option vested as to 25% of the underlying shares on August 1, 2024 and will vest thereafter in 36 substantially equal monthly installments. |
| /s/ Jordyn Ashley, Attorney-in-Fact | 06/23/2026 | |
| ** Signature of Reporting Person | 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||