Form 4 for TMS Teamshares Inc
Accepted 2026-06-23 19:40:43 ET · period of report 2026-06-18 · accession 0001193125-26-279988 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2026-06-23 19:40 | 2026-06-18 | TMS | HENDRIX RICHARD J | Dir | C - Cnv Deriv | — | +5.12M | 5.12M | New | — |
| DI | 2026-06-23 19:40 | 2026-06-18 | TMS | HENDRIX RICHARD J | Dir | C - Cnv Deriv | — | -5.12M | 0 | -100% | — |
| DI | 2026-06-23 19:40 | 2026-06-18 | TMS | HENDRIX RICHARD J | Dir | A - Grant | — | +4.50M | 4.50M | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2026-06-18 | C | A | 5,124,547 | — | 5,124,547 | I See Footnote | — | — | (F1) Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), Live Oak Sponsor V, LLC (the "Sponsor"), Teamshares Inc. and the other parties thereto. (F2) As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger. (F3) 1,150,000 shares are subject to forfeiture if certain stock price thresholds are not achieved, and 524,781 shares are subject to forfeiture as detailed in the Sponsor Letter Agreement, dated November 14, 2025, between the Issuer (formerly known as Live Oak Acquisition Corp. V) and the Sponsor (the "Sponsor Letter Agreement"). (F4) The securities reported herein are held of record by the Sponsor. The Reporting Person is the managing member of the Sponsor and holds voting and investment discretion with respect to the securities held of record by the Sponsor. As such, the Reporting Person may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The Reporting Person disclaims any beneficial ownership except to the extent of his pecuniary interest therein. |
| 2 | Derivative | Class B Ordinary Shares | 2026-06-18 | C | D | 5,124,547 | — | 0 | I See Footnote | — · — to — | 5,124,547 Common Stock | (F1) Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), Live Oak Sponsor V, LLC (the "Sponsor"), Teamshares Inc. and the other parties thereto. (F2) As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger. (F1) Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), Live Oak Sponsor V, LLC (the "Sponsor"), Teamshares Inc. and the other parties thereto. (F2) As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger. (F1) Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), Live Oak Sponsor V, LLC (the "Sponsor"), Teamshares Inc. and the other parties thereto. (F2) As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger. (F1) Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), Live Oak Sponsor V, LLC (the "Sponsor"), Teamshares Inc. and the other parties thereto. (F2) As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger. (F2) As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger. (F5) Reflects 524,783 shares that were forfeited by the Sponsor to the Issuer for no consideration pursuant to the Sponsor Letter Agreement, which was exempt from reporting pursuant to Rule 16a-4(d). (F4) The securities reported herein are held of record by the Sponsor. The Reporting Person is the managing member of the Sponsor and holds voting and investment discretion with respect to the securities held of record by the Sponsor. As such, the Reporting Person may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The Reporting Person disclaims any beneficial ownership except to the extent of his pecuniary interest therein. |
| 3 | Derivative | Warrants | 2026-06-18 | A | A | 4,500,000 | — | 4,500,000 | I See Footnote | $11.50 · 2026-07-18 to 2031-06-18 | 4,500,000 Common Stock | (F1) Represents securities received as part of the Issuer's business combination (the "Merger"), in connection with the Agreement and Plan of Merger, dated November 14, 2025, as amended (the "Merger Agreement"), by and among the Issuer (formerly known as Live Oak Acquisition Corp. V), Live Oak Sponsor V, LLC (the "Sponsor"), Teamshares Inc. and the other parties thereto. (F2) As contemplated in the Merger Agreement, the Issuer's Class B Ordinary Shares converted into shares of Class B Common Stock pursuant to the domestication of the Issuer from a Cayman Islands company to a Delaware corporation, and subsequently converted into shares of Common Stock in connection with the closing of the Merger. (F4) The securities reported herein are held of record by the Sponsor. The Reporting Person is the managing member of the Sponsor and holds voting and investment discretion with respect to the securities held of record by the Sponsor. As such, the Reporting Person may be deemed to have beneficial ownership of the securities held of record by the Sponsor. The Reporting Person disclaims any beneficial ownership except to the extent of his pecuniary interest therein. |