Live Oak Acquisition Corp V-A 美股招股说明书（2026-06-04版）

PROXY STATEMENT/PROSPECTUS SUPPLEMENT NO. 1(to the Proxy Statement/Prospectus dated May27, 2026) SUPPLEMENT NO. 1 TO PROXY STATEMENT/PROSPECTUSFOR EXTRAORDINARY GENERAL MEETING This Proxy Statement/Prospectus Supplement No.1, dated June3, 2026 (this “Supplement”), updates and supplements the proxystatement/prospectus dated May27, 2026 (the “Proxy Statement/Prospectus”), of Live Oak Acquisition Corp. V (“Live Oak”) with information relatingto an arrangement (the “Forward Purchase Agreement” or “FPA”) into which Live Oak entered on June1, 2026 with a fund sub-advised by JBA AssetManagement LLC (the “FPA Investor”) related to redemptions (or withdrawals of redemptions) and potential purchases of certain shares of Live OakClassA ordinary shares (“Public Shares”) in connection with Live Oak’s previously-announced proposed business combination transaction (the“Business Combination”) with Teamshares Inc. (“Teamshares”), which is the subject of that certain Agreement and Plan of Merger entered into byLive Oak, Teamshares and certain other parties thereto as of November14, 2025 (as amended, and as may be further amended and supplemented from This Supplement is being filed by Live Oak with the SEC to supplement certain information contained in the Proxy Statement/Prospectus. Exceptas otherwise set forth below, the information contained in the Proxy Statement/Prospectus remains unchanged. Capitalized terms used but not defined ThisSupplementmodifies and supersedes, in part, the information in the Proxy Statement/Prospectus and is not complete without, and may not bedelivered or utilized except in connection with, theProxyStatement/Prospectus, including any supplements and amendments thereto. This Supplement You should read carefully and in their entiretythisSupplementand the Proxy Statement/Prospectus and allaccompanying annexes. In particular, you should review and consider carefully the matters discussed under the heading“Risk Factors” beginning on page 36 of theProxyStatement/Prospectus. Neither the SEC nor any state securities commission has approved or disapproved of the securities to be issued in the Business Combinationor otherwise, or passed upon the adequacy or accuracy of the ProxyStatement/Prospectus, as supplemented by this Supplement. Any representationto the contrary is a criminal offense. Thissupplementto the ProxyStatement/Prospectusis dated June3, 2026. RECENT DEVELOPMENTS Forward Purchase Agreement On June1, 2026, Live Oak Acquisition Corp. V, a Cayman Islands exempted company (“Live Oak”), and a fund sub-advised by JBA AssetManagement LLC entered into an agreement (the “Forward Purchase Agreement”) for an OTC Prepaid Share Forward Transaction – Optional EarlyTermination in connection with Live Oak’s proposed initial business combination (the “Business Combination”) with Teamshares Inc., a Delawarecorporation (“Teamshares”), which is the subject of the previously-disclosed Agreement and Plan of Merger entered into by Live Oak and Teamshares Entry into the Forward Purchase Agreement was previously disclosed and described in more detail in Live Oak’s Current Report on Form 8-K,filed with the Securities and Exchange Commission on June1, 2026. The Forward Purchase Agreement is attached hereto as Annex A. The Proxy Statement/Prospectus is amended and supplemented on page iv by adding the following terms and information to the “FrequentlyUsed Terms” section of the Proxy Statement/Prospectus. FREQUENTLY USED TERMS “Forward Purchase Agreement” or “FPA” means the Forward Purchase Agreement for an OTC Prepaid Share Forward Transaction – Optional Early Termination entered into by Live Oak and the FPA Investor as of June1, 2026, including the Confirmation and Schedules thereto. The Forward PurchaseAgreement is attached hereto as Annex A. “Forward Purchase Transaction” or “FPA Transaction” means the OTC Prepaid Share Forward Transaction – Optional Early Termination that is thesubject of the Forward Purchase Agreement. “FPA Dilutive Offering” means an issuance of Combined Company securities during the FPA Term at an effective per share price less than the then- existing FPA Reset Price, taking into account, when determining whether a FPA Dilutive Offering has occurred, the Black-Scholes-determined value ofany convertible or derivative securities, if any, offered in connection with a potential dilutive offering, subject to certain customary exclusions and toexclusion for any pre-Closing Live Oak share issuances that are for fixed share numbers at per share effective prices no less than $5.00 per share. “FPA Effective Date” means one (1)Settlement Cycle following the Pricing Date. “FPA Excess Shares” means FPA Subject Shares, if any, with respect to which the Forward Purchase Transaction is terminated in accordance with the terms of the Forward Purchase Agreement in the event that the number of FPA Subject Shares during the FPA Term exceeds certain beneficial ownershipand other limitations incor