Live Oak Bancshares (LOB) Form 144 Filing Analysis: Insider Stock Sale Implications

The Form 144 filings submitted by Live Oak Bancshares insiders on January 24, 2026, reveal plans to sell approximately

of company stock through the James S. Mahan Revocable Trust, with an estimated total value of approximately . While such filings can sometimes signal negative sentiment, the contextual evidence suggests this represents a routine exercise of long-held stock options rather than diminished confidence in the company’s prospects.

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According to SEC filing data and financial news sources, two Form 144 notices were filed for Live Oak Bancshares on January 24, 2026 [1][2]:

Filing Detail	Security Sale #1	Security Sale #2
Filer	James S. Mahan Revocable Trust	James S. Mahan Revocable Trust
Relationship	Chairman & CEO, 10%+ Beneficial Owner	Chairman & CEO, 10%+ Beneficial Owner
Shares to Sell	10,000	9,700
Proposed Sale Date	January 26, 2026	January 26, 2026
Securities Acquired	Jan 26, 2026 (via option exercise from Feb 2016 grant)	Jan 26, 2026 (via option exercise)
Broker	Fidelity Brokerage Services LLC	Fidelity Brokerage Services LLC
Estimated Value	~$365,000	~$354,050

The filings indicate that these shares were acquired through the exercise of stock options originally granted on

, representing a full 10-year option lifecycle that is now expiring [1][2].

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The Form 144 filings represent part of an established pattern of transactions by CEO James S. Mahan III. Recent insider trading history includes:

• December 19, 2025
  : Sale of 10,000 shares at $36.17 per share (indirect, through trust) valued at $361,734 [3]
• January 26, 2026
  : Planned sales of 19,700 shares (two Form 144 filings)

James Mahan maintains significant insider ownership, holding approximately

of Live Oak Bancshares as a beneficial owner [4]. This substantial retained stake indicates ongoing alignment with shareholder interests despite the planned sales.

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The Form 144 filing arrives at an interesting market juncture, with Live Oak Bancshares having recently delivered exceptional Q4 2025 results [5]:

Metric	Actual	Estimate	Surprise
Diluted EPS (12-month)	$2.23	-	-
Q4 EPS	$0.95	$0.57	+66.7%
Q4 Revenue	$172.91M	$150.99M	+14.3%

• KBW (Keefe, Bruyette & Woods)
  : Maintained
  OUTPERFORM
  rating
• Price Target
  : Raised from
  $132.00 to $146.00
  [5]
• Consensus Rating
  : Hold (3 analysts covering the stock)
• Average Price Target
  : $40.00 (6.38% upside potential) [6]

• Shares rose approximately
  5%
  following Q4 earnings release
• 8.4% gain
  over the past week
• 26.2% return
  over the last six months [5]

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1. Routine Option Exercise
   : The 10-year option lifecycle (2016-2026) suggests this is a scheduled expiration exercise rather than a discretionary sale based on negative outlook
2. Strong Q4 Performance
   : The company’s beating of earnings estimates by 67% and revenue estimates by 14% demonstrates operational strength
3. Continued Insider Ownership
   : With 14.1% ownership post-sale, Mr. Mahan retains significant personal exposure to company performance
4. Analyst Support
   : KBW’s price target increase and maintained outperform rating indicate institutional confidence

1. Quarterly Sales Pattern
   : The December 2025 and January 2026 sales suggest an established pattern of insider monetization
2. Timing with Strong Results
   : Sales occurring after beating expectations could indicate the CEO views current valuations as attractive for diversification
3. Net Interest Margin Headwinds
   : KBW notes that Q4’s strong NIM may reverse with anticipated Fed rate cuts affecting the floating-rate loan book [5]

Form 144 filings are

that insiders must file when planning to sell restricted securities under Rule 144. They do inherently indicate negative sentiment or abandonment of the company. Key points:

• Required for any sale of restricted securities (including exercised options)
• Typically filed 10-30 days before intended sale
• The 10-year holding period from the 2016 option grant suggests this was a pre-planned diversification event
• Sales of this magnitude (~$719,000) are relatively small compared to daily trading volumes and the CEO’s total holdings

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The Live Oak Bancshares Form 144 filings represent a

rather than a signal of diminished insider confidence. The combination of:

• Strong Q4 2025 earnings beats
• Analyst price target increases
• Significant insider ownership retention (14.1%)
• A 10-year option lifecycle that is naturally expiring

…collectively suggest this filing is a

development for investor sentiment. While any insider sale warrants monitoring, the context indicates this is a planned diversification event by a long-tenured CEO who continues to maintain substantial personal investment in the company’s success.

Investors should focus on the company’s operational fundamentals and forward-looking guidance (particularly regarding NIM pressure from potential Fed rate cuts) rather than interpreting this Form 144 filing as a negative signal.

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[1] StockTitan - “Live Oak Bancshares (LOB) Form 144 shows insider plan to sell…” (https://www.stocktitan.net/sec-filings/LOB/144-live-oak-bancshares-inc-sec-filing-c68f0330599d.html)

[2] StockTitan - “LOB holder files to sell 9,700 shares” (https://www.stocktitan.net/sec-filings/LOB/144-live-oak-bancshares-inc-sec-filing-37acdb2aaa7e.html)

[3] Yahoo Finance - Live Oak Bancshares Insider Transactions (https://finance.yahoo.com/quote/LOB/insider-transactions/)

[4] Simply Wall St - Live Oak Bancshares Ownership Structure (https://simplywall.st/stocks/us/banks/nyse-lob/live-oak-bancshares/ownership)

[5] Investing.com - “Live Oak Bancshares stock price target raised to $146 by KBW on strong Q4” (https://www.investing.com/news/analyst-ratings/live-oak-bancshares-stock-price-target-raised-to-146-by-kbw-on-strong-q4-93CH-4462618)

[6] StockAnalysis - Live Oak Bancshares Stock Forecast & Analyst Price Targets (https://stockanalysis.com/stocks/lob/forecast/)