] Shares of Common Stock LIVE OAK BANCSHARES, INC. Common Stock, no par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • July 13th, 2015 • Live Oak Bancshares, Inc. • State commercial banks • New York
Live Oak Bancshares, Inc., a North Carolina corporation (the “Company”), confirms its agreement with Sandler O’Neill & Partners, L.P. (“Sandler”), Keefe, Bruyette & Woods, Inc. (“KBW”), SunTrust Robinson Humphrey, Inc. (“SunTrust”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Sandler, KBW and SunTrust are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of an aggregate of [•] shares of Common Stock, no par value per share, of the Company (“Common Stock”), in the respective amounts set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of [•] additiona
4,500,000 Shares of Voting Common Stock LIVE OAK BANCSHARES, INC. Voting Common Stock (no par value per share) Underwriting AgreementUnderwriting Agreement • August 14th, 2017 • Live Oak Bancshares, Inc. • State commercial banks • New York
Live Oak Bancshares, Inc., a North Carolina corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 4,500,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 675,000 additional shares (the “Optional Shares”) of voting common stock, no par value per share (the “Common Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof are hereinafter collectively referred to as the “Shares.”
FORM OF DEPOSIT AGREEMENTDeposit Agreement • January 17th, 2023 • Live Oak Bancshares, Inc. • State commercial banks
This DEPOSIT AGREEMENT (“Deposit Agreement”) is made and entered into as of [ ], 20[ ], by and among Live Oak Bancshares, Inc., a North Carolina corporation, [ ], and all holders from time to time of Receipts (as hereinafter defined) issued hereunder.
LIVE OAK BANCSHARES, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • August 2nd, 2023 • Live Oak Bancshares, Inc. • State commercial banks • North Carolina
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT is made and entered into effective as of May 16, 2023 (the “Date of Grant”), by and between LIVE OAK BANCSHARES, INC., a North Carolina corporation (the “Company”), and [NAME] (the “Grantee”). This Agreement sets forth the terms and conditions associated with the Company’s award to Grantee of restricted stock units payable as described below in shares of Common Stock pursuant to the Company’s 2015 Omnibus Stock Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms not explicitly defined in this Agreement but defined in the Plan will have the meanings ascribed to them under the Plan.
PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENTPerformance Restricted Stock Unit Award Agreement • August 14th, 2018 • Live Oak Bancshares, Inc. • State commercial banks • North Carolina
THIS PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT is made and entered into effective as of August 10, 2018 (the “Date of Grant”), by and between LIVE OAK BANCSHARES, INC., a North Carolina corporation (the “Company”), and [Name] (the “Grantee”). This Agreement sets forth the terms and conditions associated with the Company’s award to Grantee of restricted stock units payable as described below in shares of Common Stock pursuant to the Company’s 2015 Omnibus Stock Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms not explicitly defined in this Agreement but defined in the Plan will have the meanings ascribed to them under the Plan.
SMALL BUSINESS LENDING FUND – SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 19th, 2015 • Live Oak Bancshares, Inc. • State commercial banks • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the Effective Date set forth above (the “Signing Date”) between the Secretary of the Treasury (“Treasury”) and the Company named above (the “Company”), an entity existing under the laws of the Jurisdiction of Organization stated above in the Organizational Form stated above. The Company has elected to participate in Treasury’s Small Business Lending Fund program (“SBLF”). This Agreement contains the terms and conditions on which the Company intends to issue subordinated debentures to Treasury, which Treasury will purchase using funds appropriated under SBLF.
AmendmentLive Oak Bancshares, Inc. • February 22nd, 2024 • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino OpCo, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
LIVE OAK BANCSHARES, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 16th, 2024 • Live Oak Bancshares, Inc. • State commercial banks • North Carolina
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT is made and entered into effective as of FEBRUARY 12, 2024 (the “Date of Grant”), by and between LIVE OAK BANCSHARES, INC., a North Carolina corporation (the “Company”), and [NAME] (the “Grantee”). This Agreement sets forth the terms and conditions associated with the Company’s award to Grantee of restricted stock units payable as described below in shares of Common Stock pursuant to the Company’s 2015 Omnibus Stock Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms not explicitly defined in this Agreement but defined in the Plan will have the meanings ascribed to them under the Plan.
TAX SHARING AGREEMENTTax Sharing Agreement • June 19th, 2015 • Live Oak Bancshares, Inc. • State commercial banks • North Carolina
THIS TAX SHARING AGREEMENT (hereinafter “Agreement”) is entered into by and between LIVE OAK BANKING COMPANY (hereinafter referred to as the “Bank”) and LIVE OAK BANCSHARES, INC., the parent holding company of the Bank (hereinafter referred to as the “Holding Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 19th, 2015 • Live Oak Bancshares, Inc. • State commercial banks • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 28, 2014, by and among Live Oak Bancshares, Inc., a North Carolina corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
LIVE OAK BANCSHARES, INC. PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENTPerformance Restricted Stock Unit Award Agreement • February 27th, 2019 • Live Oak Bancshares, Inc. • State commercial banks • North Carolina
THIS PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT is made and entered into effective as of May 14, 2018 (the “Date of Grant”), by and between LIVE OAK BANCSHARES, INC., a North Carolina corporation (the “Company”), and Susan N. Janson (the “Grantee”). This Agreement sets forth the terms and conditions associated with the Company’s award to Grantee of restricted stock units payable as described below in shares of Common Stock pursuant to the Company’s 2015 Omnibus Stock Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms not explicitly defined in this Agreement but defined in the Plan will have the meanings ascribed to them under the Plan.
SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 19th, 2015 • Live Oak Bancshares, Inc. • State commercial banks • New York
This Second Amendment to Securities Purchase Agreement (this “Amendment”) is dated as of August 1, 2014, by and among Live Oak Bancshares, Inc., a North Carolina corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION AND OTHER RIGHTS AGREEMENTRegistration and Other Rights Agreement • June 19th, 2015 • Live Oak Bancshares, Inc. • State commercial banks • New York
THIS REGISTRATION AND OTHER RIGHTS AGREEMENT (this “Agreement”), is made as of the 5th day of August, 2014, by and among Live Oak Bancshares, Inc., a North Carolina corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 19th, 2015 • Live Oak Bancshares, Inc. • State commercial banks • New York
This Amendment to Securities Purchase Agreement (this “Amendment”) is dated as of July 31, 2014, by and among Live Oak Bancshares, Inc., a North Carolina corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
NCINO, LLC SOFTWARE SERVICE AGREEMENTSoftware Service Agreement • June 19th, 2015 • Live Oak Bancshares, Inc. • State commercial banks • North Carolina
This is a services agreement (the “Service Agreement” or “Agreement”) between Live Oak Bank (hereafter “Subscriber”) and NCINO, LLC (“NCINO”), a North Carolina company with its principal place of business at 2605 Iron Gate Drive, Suite 100, Wilmington, North Carolina 28412. Please read it carefully before subscribing to the services or using the Software.
AmendmentAmendment • February 25th, 2021 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentAmendment • February 25th, 2021 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentLive Oak Bancshares, Inc. • November 2nd, 2022 • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino OpCo, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentAmendment • August 4th, 2021 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
nCino Renewal AmendmentLive Oak Bancshares, Inc. • February 27th, 2019 • State commercial banks
This nCino Renewal Amendment (“Amendment”) is effective as of the la test signature date below, and amends the nCino, LLC Software Service Agreement (“Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Banking Company (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentLive Oak Bancshares, Inc. • November 2nd, 2022 • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino OpCo, Inc. (f/k/a nCino, Inc.) (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentLive Oak Bancshares, Inc. • February 23rd, 2023 • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino OpCo, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
MEMBER INTEREST LETTER Canapi Ventures LOB SLP II, LLCLive Oak Bancshares, Inc. • August 3rd, 2022 • State commercial banks
Reference is made to the Amended and Restated Limited Liability Company Agreement of Canapi Ventures LOB SLP II, LLC (the “Special Limited Partner”) dated as of the date hereof, by and among Canapi LOB MM, LLC (the “Managing Member”) and the other Members set forth in the books and records of the Special Limited Partner (the “SLP Agreement”). All capitalized terms not otherwise defined herein shall have the meanings assigned to them in the SLP Agreement. This letter agreement (this “Interest Letter”) shall constitute your Interest Letter for purposes of the SLP Agreement.
AmendmentLive Oak Bancshares, Inc. • August 2nd, 2023 • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (“Agreement”) by and between nCino OpCo, Inc. ("nCino") and Live Oak Bank ("Subscriber"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentAmendment • February 25th, 2021 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentAmendment • August 5th, 2020 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
Live Oak Bank - Amendment #1.10 nCino Customer Comm. Plus PortalLive Oak Bancshares, Inc. • February 25th, 2021 • State commercial banks
This amendment (“Amendment”) is effective September 21, 2018, and amends the NCINO , INC. Software Service Agreement (“Agreement”) by and between nCino, Inc., a Delaware corporation based in Wilmington, North Carolina (“NCINO”) and Live Oak Banking Company (“Subscriber”).
AmendmentAmendment • February 25th, 2021 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentAmendment • August 4th, 2021 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentAmendment • May 5th, 2021 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentLive Oak Bancshares, Inc. • August 2nd, 2023 • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino OpCo, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
CONFIDENTIALITY AND NON-SOLICITATION AGREEMENTConfidentiality and Non-Solicitation Agreement • December 2nd, 2016 • Live Oak Bancshares, Inc. • State commercial banks • North Carolina
THIS CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT (the “Agreement”) is made this November 30, 2016 by and between Live Oak Banking Company, a North Carolina banking corporation (the “Company”) and [EMPLOYEE NAME] (“Employee”). (The Company and Employee are sometimes referred to herein each as a “Party” and together as the “Parties.”)
AmendmentLive Oak Bancshares, Inc. • August 2nd, 2023 • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2021, as amended (the “Agreement”) by and between nCino OpCo, Inc. (f/k/a nCino, Inc.) (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentAmendment • May 5th, 2021 • Live Oak Bancshares, Inc. • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino, Inc. (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
AmendmentLive Oak Bancshares, Inc. • May 3rd, 2023 • State commercial banks
This Amendment (“Amendment”) is effective as of the date that both parties have executed this Amendment (the “Amendment Effective Date”) and amends the nCino, LLC Software Service Agreement dated November 1, 2012, as amended (the “Agreement”) by and between nCino OpCo, Inc. (f/k/a nCino, Inc.) (“nCino”) and Live Oak Bank (“Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings assigned to them in the Agreement.
