Live Oak Acquisition Corp. V Units

This 8-K filing details significant amendments to the previously announced merger agreement between Live Oak Acquisition Corp. V (a SPAC) and Teamshares Inc. The amendments, executed on April 1, 2026, primarily refine the equity mechanics of the business combination. Key modifications include allowing certain preferred stockholders of Teamshares to opt for an immediate liquidation payout instead of participating in a five-year earnout, which could alter the post-closing shareholder base and capital structure. The amendments also formalize the treatment of employee stock options, ensuring in-the-money options are assumed by the combined entity. From a governance and incentive perspective, the changes introduce a new employee stock purchase plan and increase the share reserve for the long-term incentive plan, signaling a focus on employee retention and alignment post-merger. A critical new closing condition requires signed employment agreements from the management team, underscoring the importance of leadership continuity. A concurrent amendment to a separate letter agreement facilitates the potential release of up to 1.15 million founder shares to incentivize interim financing and shareholder support, addressing potential capital and redemption risks ahead of the closing. Collectively, these amendments adjust the transaction's financial and operational contours without, as stated in the filing, materially altering its core economic terms or structure.