Live Oak Bancshares, Inc.

For the reasons stated below, Live Oak Bancshares, Inc. (the “Company”) has determined that it is unable to file, without unreasonable effort or expense, its Quarterly Report on Form 10-Q for the period ended September 30, 2025 (the “Q3 2025 Form 10-Q”) by the prescribed filing due date. As previously disclosed in the Company’s Current Report on Form 8-K filed on November 12, 2025, the Company concluded that it will amend its 2024 Annual Report on Form 10-K (the “FY 2024 Form 10-K”) and the Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2025 and June 30, 2025, respectively (collectively, the “Q1 and Q2 2025 Form 10-Qs”) to restate the Consolidated Financial Statements for each of the periods included in those filings, including fiscal years 2022, 2023 and 2024 in the FY 2024 Form 10-K and each of the year-to-date periods included in the Q1 and Q2 2025 Form 10-Qs in order to restate the Statements of Cash Flows and related notes. The FY 2024 Form 10-K and the Q1 and Q2 2025 Form 10-Qs are collectively referred to herein as the “Prior Filings.” The anticipated restatements will not impact the Consolidated Statements of Income, Consolidated Statements of Comprehensive Income, Consolidated Balance Sheets, or Consolidated Statements of Changes in Shareholders’ Equity included within the Prior Filings. Further, management concluded that these misclassifications also had no effect on the Company’s total cash balances, liquidity measures, total loan cash flow activity, total loans or the classification of loans, the allowance for credit losses, total assets, total liabilities, total shareholders’ equity, regulatory capital ratios, net interest income, net interest margin, net income, return on average assets, return on average equity, asset quality ratios or any other key performance metrics, including non-GAAP performance metrics, that the Company routinely discusses with analysts and investors

Live Oak Bancshares, Inc. (the “Company”) is unable to file its Annual Report on Form 10-K (the “Annual Report”) for the year ended December 31, 2024, within the prescribed time period without unreasonable effort or expense because it requires additional time to complete the presentation of its consolidated financial statements, the analysis thereof, and its assessment of its internal control over financial reporting. In addition, KPMG LLP, the Company’s independent registered public accounting firm appointed by the Audit Committee on August 6, 2024, needs to complete its audit procedures after the Company completes the aforementioned tasks. Although the Annual Report is not completed, the Company expects the financial statements to be included in the Annual Report will be consistent in all material respects with the financial results furnished as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed on January 22, 2025. The Company anticipates the Annual Report will be filed no later than March 18, 2025. Forward-Looking Statements This Form 12b-25 contains forward-looking statements that involve risks and uncertainties. These forward-looking statements are identified by words such as “expects,” “anticipates,” or other comparable terminology or by the context in which they are made. These forward-looking statements are estimates reflecting the best judgment of management and reflect our current expectations regarding the filing of the Annual Report and the Company’s financial results. These expectations may or may not be realized. Some of these expectations may be based on beliefs, assumptions or estimates that may prove to be incorrect. In addition, our business and operations involve numerous risks and uncertainties, many of which are beyond our control, which could result in our expectations not being realized