Live Oak Acquisition Corp. V (LOKV, LOKVU, LOKVW) – SEC staff letter
2026-04-24 · Re: Form 10-K for Fiscal Year Ended December 31, 2025 Form 8-K Furnished March 31, 2026 · Accession 0000000000-26-004236 · 2 staff comment(s) issued
Company response(s): 2026-04-28
Non-GAAP: Adjustments & LabelsNon-GAAP: Reconciliation & UsefulnessBusiness Combinations & Significance
2026-04-24 · Form 10-K for Fiscal Year Ended December 31, 2025 Form 8-K Furnished March 31, 2026 · Comment 1 · Why Teamshares matters, page 19 Responded
Staff comment: You disclose $24 million EBITDA, a non-GAAP measure, on slide 19. Please revise to provide the disclosures required by Item 100(a) of Regulation G, including a reconciliation of this non-GAAP measure to the most directly comparable GAAP measure per Item 100(a)(2).
letter → Company response: The Company respectfully acknowledges the Staff’s comment and is furnishing a copy of the Updated Teamshares Presentation to the Commission as Exhibit 99.1 to the Amended Current Report on Form 8-K intended to be responsive to the Staff’s comment.
response letter → 2026-04-24 · Form 10-K for Fiscal Year Ended December 31, 2025 Form 8-K Furnished March 31, 2026 · Comment 2 · Historical Financial Results and Reconciliation of Non-GAAP Measures, page 81 Responded
Staff comment: Please remove all references to the non-GAAP measure consolidated Operating EBITDA and associated amounts, including measures the computation of which are based on this measure, such as Pro Forma Operating EBITDA and Return on Equity, since the Corporate Expenses adjustment appears to exclude normal, recurring, cash operating expenses. Refer to Questions 100.01 and 104.04 of the Non-GAAP Financial Measures Corporation Finance Interpretations.
letter → Company response: The Company respectfully acknowledges the Staff’s comment and is furnishing a copy of the Updated Teamshares Presentation to the Commission as Exhibit 99.1 to the Amended Current Report. The Updated Teamshares Presentation has been revised to remove references to consolidated Operating EBITDA and associated amounts and measures the computation of which are based on or derived from such metric, including Pro Forma Operating EBITDA and Return on Equity . * * * 2 We thank you for your review of the foregoing and the Form 8-K/A and Exhibit 99.1. Should you have any questions or require any additional information, please do not hesitate to contact our legal counsel, Meredith Laitner, Esq., of…
response letter → Full letter on EDGAR → · Filing index · All Live Oak Acquisition Corp. V (LOKV, LOKVU, LOKVW) correspondence
Non-GAAP: Adjustments & Labels – what to check: Do not exclude normal, recurring cash operating expenses or use individually tailored recognition methods; label measures clearly (C&DI 100.01–100.04).
Non-GAAP: Reconciliation & Usefulness – what to check: Reconcile every non-GAAP measure (including segment-level measures presented outside the ASC 280 note) to the most directly comparable GAAP measure, and explain why it is useful.
Business Combinations & Significance – what to check: Support purchase price allocation, identified intangibles, and significance tests for required acquiree financials and pro formas.
Templates & resources
Listed alphabetically by provider. Listings are not endorsements; no provider pays for placement. All templates & resources