0001209191-23-026266.txt : 20230501 0001209191-23-026266.hdr.sgml : 20230501 20230501162440 ACCESSION NUMBER: 0001209191-23-026266 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230501 FILED AS OF DATE: 20230501 DATE AS OF CHANGE: 20230501 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Daunt John CENTRAL INDEX KEY: 0001774667 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51813 FILM NUMBER: 23874060 MAIL ADDRESS: STREET 1: C/O 6931 ARLINGTON ROAD STREET 2: SUITE 200 CITY: BETHESDA STATE: MD ZIP: 20814 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LIQUIDITY SERVICES INC CENTRAL INDEX KEY: 0001235468 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 522209244 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 6931 ARLINGTON ROAD STREET 2: SUITE 200 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 2024676868 MAIL ADDRESS: STREET 1: 6931 ARLINGTON ROAD STREET 2: SUITE 200 CITY: BETHESDA STATE: MD ZIP: 20814 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-05-01 0 0001235468 LIQUIDITY SERVICES INC LQDT 0001774667 Daunt John 6931 ARLINGTON ROAD SUITE 200 BETHESDA MD 20814 0 1 0 0 EVP & CCO 0 Common Stock 2023-05-01 4 M 0 2621 0.00 A 55695 I By The Daunt Family Trust Common Stock 2023-05-01 4 J 0 2621 13.21 D 53074 I By The Daunt Family Trust Stock Option Grant 6.11 2028-12-04 Common Stock 14833 14833 D Stock Option Grant 6.11 2028-12-04 Common Stock 10400 10400 D Restricted Stock Unit Grant 2024-01-01 Common Stock 4075 4075 D Stock Option Grant 6.58 2029-04-29 Common Stock 10458 10458 D Stock Option Grant 6.58 2019-04-29 Common Stock 11667 11667 D Restricted Stock Unit Grant 2023-05-01 4 M 0 3750 0.00 D 2023-05-01 Common Stock 3750 0 D Stock Option Grant 6.69 2029-12-03 Common Stock 38950 38950 D Stock Option Grant 6.69 2029-12-03 Common Stock 21109 21109 D Stock Option Grant 9.46 2030-12-01 Common Stock 29325 29325 D Stock Option Grant 9.46 2030-12-01 Common Stock 61200 61200 D Restricted Stock Unit Grant 2025-01-01 Common Stock 5525 5525 D Stock Option Grant 22.20 2031-12-07 Common Stock 7740 7740 D Stock Option Grant 22.20 2031-12-07 Common Stock 7740 7740 D Restricted Stock Unit Grant 2026-01-01 Common Stock 6540 6540 D Restricted Stock Unit Grant 2026-01-01 Common Stock 8720 8720 D Restricted Stock Unit Grant 2027-01-01 Common Stock 20710 20710 D Restricted Stock Unit Grant 2026-01-01 Common Stock 20710 20710 D Stock Option Grant 14.00 2032-12-23 Common Stock 16640 16640 D Stock Option Grant 14.00 2032-12-23 Common Stock 16640 16640 D Represents the net issuance of 2,621 shares from the vesting of 3,750 restricted stock units ("RSUs") from which the federal and state withholding due at the vesting of such RSUs was satisfied by the issuer withholding 1,129 shares. The reporting person relinquished the shares and the issuer cancelled the shares and returned them to treasury in exchange for remitting federal and state tax withholding obligations of the reporting person resulting from the vesting of RSUs. Shares withheld represent an exempt transaction pursuant to Section 16b-3(e). Pursuant to its policies, the issuer permits its officers and directors to make RSU vesting elections during open windows when they are not in possession of material non-public information. In accordance with these requirements, the reporting person made an advanced election that when RSUs vest shares sufficient to cover applicable taxes will be withheld by the Issuer and the remaining shares will be sold. This transaction represents the sale of the 2,621 shares remaining after 1,129 shares were withheld to cover taxes. These options become exercisable, if at all, based on total shareholder return (TSR) milestones. TSR is calculated based on the change in the Issuer's stock price during the performance period, taking into account any dividends paid during that period, which are assumed to be reinvested in the stock. 15/48th of this option grant vested on January 1, 2020 and thereafter, an additional 1/48th vests each month for thirty-three months. Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock. Twenty-five percent of this restricted stock unit grant vested on January 1, 2021 and thereafter, an additional 1/4th vests on each of January 1, 2022, January 1, 2023 and January 1, 2024. 12/48th of this option grant vested on May 1, 2020 and thereafter, 1/48th will vest each month for thirty-six months. Represents the vesting of restricted stock units. Twenty-five percent of this restricted stock unit grant vested on May 1, 2020 and thereafter, an additional 1/4th vests on each of May 1, 2021, May 1, 2022 and May 1, 2023. 12/48th of this option grant vested on January 1, 2022 and thereafter, 1/48th will vest each month for thirty-six months. 12/48th of this option grant vested on January 1, 2021 and thereafter, an additional 1/48th vests each month for thirty-six months. This option becomes excercisable, if at all, based on the Issuer's achievement of certain stock price appreciation milestones. 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. 12/48th of this option grant will vest on January 1, 2023 and thereafter, an additional 1/48th will vest each month for thirty-six months. Twenty-five percent of this restricted stock unit grant will vest 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. These restricted stock units vest, if at all, based on the Issuer's achievement of certain stock price appreciation milestones. Twenty-five percent of this restricted stock unit grant will vest on January 1, 2024, and thereafter 25% will vest on each of January 1, 2025, January 1, 2026 and January 1, 2027. These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones. These options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones. 12/48th of this option grant will vest on January 1, 2024 and thereafter, an additional 1/48th will vest each month for thirty-six months. /s/ Mark A. Shaffer, by power of attorney 2023-05-01