Liquidity Services Inc.

11/01/2024 | Press release | Distributed by Public on 11/01/2024 16:25

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Shaffer Mark A
2. Issuer Name and Ticker or Trading Symbol
LIQUIDITY SERVICES INC [LQDT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Gen. Counsel & Secretary
(Last) (First) (Middle)
C/O LIQUIDITY SERVICES, INC., 6931 ARLINGTON ROAD, SUTIE 200 		3. Date of Earliest Transaction (Month/Day/Year)
10/30/2024
(Street)
BETHESDA, MD 20814 		4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) 		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 39,392 I By The Mark A. Shaffer Revocable Trust
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(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
Restricted Stock Unit Grant (4) (2) 01/01/2025 Common Stock 1,912 1,912 D
Restricted Stock Unit Grant (4) (5) 01/01/2026 Common Stock 4,360 4,360 D
Restrcited Stock Unit Grant (4) (8) 01/01/2027 Common Stock 9,712 9,712 D
Restricted Stock Unit Grant (4) (10) 01/01/2028 Common Stock 14,630 14,630 D
Restricted Stock Unit Grant (4) 10/30/2024 A 12,650 (12) 01/01/2029 Common Stock 12,650 $ 0 12,650 D
Restricted Stock Unit Grant (4) (9) 01/01/2026 Common Stock 8,720 8,720 D
Restricted Stock Unit Grant (4) (9) 01/01/2026 Common Stock 12,950 12,950 D
Restricted Stock Unit Grant (4) (9) 01/01/2027 Common Stock 14,630 14,630 D
Restricted Stock Unit Grant (4) 10/30/2024 A 12,650 (9) 01/01/2029 Common Stock 12,650 $ 0 12,650 D
Stock Option Grant $9.46 (1) 12/01/2030 Common Stock 4,443 4,443 D
Stock Option Grant $22.20 (3) 12/07/2031 Common Stock 7,740 7,740 D
Stock Option Grant $14 (7) 12/23/2032 Common Stock 10,405 10,405 D
Stock Option Grant $17.31 (11) 12/22/2033 Common Stock 11,825 11,825 D
Stock Option Grant $21.62 10/30/2024 A 10,700 (13) 10/30/2034 Common Stock 10,700 $ 0 10,700 D
Stock Option Grant $22.20 (6) 12/07/2031 Common Stock 7,740 7,740 D
Stock Option Grant $14 (6) 12/23/2032 Common Stock 10,405 10,405 D
Stock Option Grant $17.31 (6) 12/22/2033 Common Stock 11,825 11,825 D
Stock Option Grant $21.62 10/30/2024 A 10,700 (6) 10/30/2024 Common Stock 10,700 $ 0 10,700 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Shaffer Mark A
C/O LIQUIDITY SERVICES, INC.
6931 ARLINGTON ROAD, SUTIE 200
BETHESDA, MD 20814 		VP, Gen. Counsel & Secretary

Signatures

/s/ Mark A. Shaffer 11/01/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) 12/48th of this option grant vested on January 1, 2022 and thereafter, 1/48th will vest each month for thirty-six months.
(2) Twenty-five percent of this restricted stock unit grant vested on January 1, 2022 and thereafter, an additional 1/4th will vest on each of January 1, 2023, January 1, 2024 and January 1, 2025.
(3) 12/48th of this option grant vested on January 1, 2023 and thereafter, an additional 1/48th will vest each month for thirty-six months.
(4) Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock.
(5) Twenty-five percent of this restricted stock unit grant vested on January 1, 2023 and thereafter, an additional 1/4th will vest on each of January 1, 2024, January 1, 2025 and January 1, 2026.
(6) These options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
(7) 12/48th of this option grant vested on January 1, 2024 and thereafter, an additional 1/48th will vest each month for thirty-six months.
(8) Twenty-five percent of this restricted stock unit grant vested on January 1, 2024, and thereafter 25% will vest on each of January 1, 2025, January 1, 2026 and January 1, 2027.
(9) These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.
(10) Twenty-five percent of this restricted stock unit grant will vest on January 1, 2025 and thereafter, an additional 1/4th will vest on each of January 1, 2026, January 1, 2027 and January 1, 2028.
(11) 12/48th of this option grant will vest on January 1, 2025 and thereafter, an additional 1/48th will vest each month for thirty-six months.
(12) Twenty-five percent of this restricted stock unit grant will vest on January 1, 2026 and thereafter, an additional 1/4th will vest on each of January 1, 2027, January 1, 2028 and January 1, 2029.
(13) 12/48th of this option grant will vest on January 1, 2026, and, thereafter, an additional 1/48th will vest each month for thirty-six months.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.