LOKB SEC filings, in plain English
Everything Live Oak Acquisition Corp II has filed with the SEC that we hold — 40 filings, newest first, 7 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Navitas Semiconductor Corporation filed an 8-K on August 25, 2026, reporting the entry into a definitive Agreement and Plan of Merger dated August 24, 2026, with Claros, Inc. The transaction involves a two-step merger where Claros survives as a subsidiary of Navitas. The aggregate purchase price is estimated at approximately $232.8 million, structured as approximately $126.4 million in cash, approximately $89.7 million in shares of Navitas Class A common stock (based on a reference share price of $12.97), and up to approximately $16.7 million in earnout shares not exceeding 1.28 million shares. Additionally, Navitas will issue performance stock units valued at approximately $28.9 million to certain continuing Claros employees. The deal is subject to Hart-Scott-Rodino clearance and customary conditions, with an anticipated closing prior to December 31, 2026, and a termination date of December 22, 2026. Why it matters: This filing discloses a major strategic acquisition by Navitas, significantly expanding its asset base and potential revenue streams through the integration of Claros. For investors, the specific breakdown of consideration (cash vs. equity) and the inclusion of significant earnouts and performance-based equity grants indicate how management intends to align future compensation with business milestones while managing immediate dilution and cash outflow. The stated timeline and regulatory dependencies highlight execution risks that could impact Navitas's financial projections and operational focus before the close.
What changed: 8-K of Navitas Semiconductor Corporation. Item 2.02 (results of operations and financial condition): on July 27, 2026 the Company issued a press release announcing its unaudited consolidated financial results for the quarterly period ended June 30, 2026, furnished as Exhibit 99.1. Item 7.01 (Regulation FD) furnishes the 2Q26 earnings call presentation as Exhibit 99.2. Both items and both exhibits are furnished, not considered filed for Section 18 purposes, and not incorporated by reference into Securities Act filings unless specifically stated. Signed by President and CEO Chris Allexandre. Why it matters: Quarterly earnings furnishing; the report states no figure. Both the release and the call deck are exhibits here, so the presentation is on the filed record rather than only on the website.
What changed: Navitas Semiconductor, the company formed in the Live Oak Acquisition Corp. II combination, filed its Q2 2026 10-Q disclosing that all three earnout triggering events under the May 6, 2021 combination agreement were achieved in the quarter — Triggering Event I on May 15, 2026, Triggering Event II on May 29, 2026 and Triggering Event III on June 11, 2026 — releasing up to 10.0 million earnout shares of Class A stock; the earnout liability was remeasured through each trigger date. Class A shares outstanding rose to 261,080,388 at June 30, 2026 from 230,525,464 at December 31, 2025. Why it matters: This is a genuine SPAC-structure event rather than routine reporting: the contingent share consideration written into the 2021 business combination agreement has now fully vested, so up to 10.0 million shares that existed only as a liability become real dilution for public holders. It also confirms the price thresholds in that agreement were cleared, which is rare in this cohort. The share count is already up more than 30 million over six months, so the earnout lands on top of substantial ongoing issuance.
What changed: Navitas Semiconductor Corporation, the Live Oak Acquisition Corp. II successor, furnished under Item 7.01 a press release issued July 8, 2026 responding to a patent infringement complaint filed by Wolfspeed. The release is Exhibit 99.1 and the filing states the information is not deemed filed for Section 18 purposes and is not incorporated by reference into other Securities Act or Exchange Act filings. The 8-K body identifies the subject as the Wolfspeed complaint but does not describe the claims, the venue, the patents at issue or the company's response. Why it matters: Patent litigation between competing power semiconductor makers goes to whether Navitas can keep selling the products its valuation rests on, so an infringement complaint from Wolfspeed is a genuine operating risk rather than a nuisance suit. For former LOKB holders it lands in the same quarter as the release of up to 10.0 million earnout shares, so dilution and legal exposure arrive together. The substance of the company's rebuttal is in the exhibit rather than the filed text.
What changed: Navitas Semiconductor Corporation filed as definitive additional materials a letter to stockholders issued June 11, 2026, soliciting support at its 2026 Annual Meeting of Stockholders, to be held virtually on June 25, 2026 at 8:00 a.m. Pacific Time. The letter campaigns for Proposal 2, a board-approved amendment to the certificate of incorporation that would declassify the board and move all directors to annual elections; if approved, all directors would stand for re-election at the 2027 annual meeting and every year after, replacing staggered three-year terms. Why it matters: The letter states the mechanics that decide the outcome. Proposal 2 requires the affirmative vote of a majority of the company's outstanding shares, so the letter tells holders that failing to vote has the same practical effect as voting against, and that brokers may not vote uninstructed shares on it. Stockholders of record as of April 28, 2026 are entitled to vote, and votes must be received by 11:59 p.m. Eastern Time on June 24, 2026 — a cut-off the day before the meeting. Holders who have since sold their position remain eligible to vote.
What changed: Navitas Semiconductor Corporation supplemented the definitive proxy statement it filed May 11, 2026 for its 2026 annual meeting of stockholders, held virtually on Thursday, June 25, 2026 at 8:00 a.m. Pacific Time. The supplement replaces Appendix A, the form of Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation, with a corrected form. Section 5.4 of that certificate had been inadvertently omitted from the original form of amendment furnished to holders. Why it matters: The omission was substantive. Under the certificate as currently in effect, directors may be removed only for cause; the corrected form conforms Section 5.4 to Section 141(k) of the Delaware General Corporation Law, so that if the Board Declassification Amendment Proposal is approved, directors may be removed with or without cause. Holders voting to declassify the board are therefore also voting away the for-cause protection, and the original appendix did not show that. Holders who have already voted need take no action unless they wish to change their vote.
What changed: Navitas Semiconductor Corporation (successor to SPAC Live Oak Acquisition Corp II) set its annual meeting for Thursday, June 25, 2026 at 8:00 a.m. Pacific Time at virtualshareholdermeeting.com/NVTS2026, record date April 28, 2026, with KPMG LLP up for ratification as auditor for the year ending December 31, 2026. Pay-versus-performance disclosure shows a 2025 net loss of $116.95 million against an $84.60 million loss in 2024, with total shareholder return of $203.42 per $100 invested versus $101.71 a year earlier. Ownership percentages are based on 233,713,166 Class A shares. Why it matters: Routine annual governance; the SPAC trust and redemption rights ended at the 2021 combination. The disclosed figures show the familiar post-SPAC pattern: the net loss widened by roughly 38% to $116.95 million in 2025 while the stock doubled, lifting total shareholder return to $203.42 per $100, so the valuation rests on future design wins rather than current earnings. Long-term incentive options in tranches 6 through 10 do not vest until the fourth anniversary of the December 29, 2025 grant date, deferring but not removing that dilution.
In plain English
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