Statement of Changes in Beneficial Ownership (4)
May 27 2020 - 5:02PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
*
BERNER ROSS |
2. Issuer Name and Ticker or Trading Symbol
Live Oak Acquisition Corp
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LOAK.U
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Operating Officer |
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(Last)
(First)
(Middle)
C/O LIVE OAK ACQUISITION CORP., 774A WALKER RD, GREAT FALLS, VA, 22066 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/22/2020 |
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(Street)
GREAT FALLS, VA 22066
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Class B Common Stock | (1) | 5/22/2020 | | J (2) | | | 750000 | (1) | (1) | Class A Common Stock | 750000 | $0.00 | 5000000 | I | See Footnote (3) |
| Explanation of Responses: |
| (1) | As described in the issuer's registration statement on Form S-1 (File No. 333-236800) under the heading "Description of Securities--Founder Shares ", the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments and has no expiration date. |
| (2) | As contemplated in connection with the initial public offering of the issuer, 750,000 shares of Class B common stock of the issuer were returned by the reporting person to the issuer for no consideration and cancelled because the underwriters' over-allotment option was not exercised. |
| (3) | Ross Berner is the Chief Operating Officer of the issuer. He is also a managing members of the Sponsor and has voting and investment discretion with respect to the securities held by the Sponsor. As such, he may be deemed to share beneficial ownership of the securities held directly by the Sponsor. Mr. Berner disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
BERNER ROSS
C/O LIVE OAK ACQUISITION CORP.
774A WALKER RD, GREAT FALLS, VA, 22066
GREAT FALLS, VA 22066 |
| X | Chief Operating Officer |
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Signatures
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| /s/ Ross Berner | | 5/27/2020 |
| **Signature of Reporting Person | Date |
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