0001235468-22-000004.txt : 20220105 0001235468-22-000004.hdr.sgml : 20220105 20220105160632 ACCESSION NUMBER: 0001235468-22-000004 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220103 FILED AS OF DATE: 20220105 DATE AS OF CHANGE: 20220105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Murray Novelette CENTRAL INDEX KEY: 0001825422 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51813 FILM NUMBER: 22511157 MAIL ADDRESS: STREET 1: 6931 ARLINGTON ROAD 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 wf-form4_164141674400879.xml FORM 4 X0306 4 2022-01-03 0 0001235468 LIQUIDITY SERVICES INC LQDT 0001825422 Murray Novelette 6931 ARLINGTON ROAD SUITE 200 BETHESDA MD 20814 0 1 0 0 Chief Human Resources Officer Common Stock 2022-01-03 4 M 0 337 0 A 26481 D Common Stock 2022-01-03 4 M 0 297 0 A 26778 D Common Stock 2022-01-03 4 M 0 949 0 A 27727 D Common Stock 2022-01-03 4 J 0 337 21.94 D 27390 D Common Stock 2022-01-03 4 J 0 297 21.94 D 27093 D Common Stock 2022-01-03 4 J 0 949 22.30 D 26144 D Employee Stock Grant 2022-01-03 4 M 0 525 0 D 2024-01-01 Common Stock 1387.0 862 D Employee Stock Option 6.69 2029-12-03 Common Stock 4450.0 4450 D Employee Stock Option 6.69 2029-12-03 Common Stock 4450.0 4450 D Employee Stock Grant 2022-01-03 4 M 0 462 0 D 2023-01-01 Common Stock 1050.0 588 D Employee Stock Option 6.11 2028-12-04 Common Stock 12900.0 12900 D Employee Stock Option 6.11 2028-12-04 Common Stock 12900.0 12900 D Employee Stock Grant 2020-09-30 Common Stock 1333.0 1333 D Employee Stock Option 10.3 2026-12-20 Common Stock 1850.0 1850 D Employee Stock Option 10.3 2026-12-20 Common Stock 1850.0 1850 D Employee Stock Grant 2020-10-01 Common Stock 554.0 554 D Employee Stock Grant 2024-10-01 Common Stock 15000.0 15000 D Employee Stock Option 9.46 2030-12-01 Common Stock 32750.0 32750 D Employee Stock Option 9.46 2030-12-01 Common Stock 32750.0 32750 D Employee Stock Grant 2022-01-03 4 M 0 1475 0 D 2025-01-01 Common Stock 5900.0 4425 D Employee Stock Grant 2025-01-01 Common Stock 5900.0 5900 D Employee Stock Option 22.2 2031-12-07 Common Stock 6190.0 6190 D Employee Stock Option 22.2 2031-12-07 Common Stock 6190.0 6190 D Employee Stock Grant 2026-01-01 Common Stock 6980.0 6980 D Employee Stock Grant 2026-01-01 Common Stock 6980.0 6980 D Represents the net issuance of 337 shares from the vesting of 525 restricted stock units from which the federal and state withholding due at the vesting of such restricted stock units was satisfied by the issuer withholding 188 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 restricted stock units. Shares withheld represent an exempt transaction pursuant to Section 16b-3(e). Represents the net issuance of 297 shares from the vesting of 462 restricted stock units from which the federal and state withholding due at the vesting of such restricted stock units was satisfied by the issuer withholding 165 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 restricted stock units. Shares withheld represent an exempt transaction pursuant to Section 16b-3(e). Represents the net issuance of 949 shares from the vesting of 1,475 restricted stock units from which the federal and state withholding due at the vesting of such restricted stock units was satisfied by the issuer withholding 526 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 restricted stock units. Shares withheld represent an exempt transaction pursuant to Section 16b-3(e). In accordance with the Issuer's policies, the reporting person elected the following release method with respect to the vesting of restricted stock units: shares are withheld to cover taxes and remaining shares are sold. The sale proceeds are used to cover fees and the balance is received by the reporting person in cash. This transaction reflects the sale of the 337 shares received by the reporting person in connection with the vesting of 525 restricted stock units. In accordance with the Issuer's policies, the reporting person elected the following release method with respect to the vesting of restricted stock units: shares are withheld to cover taxes and remaining shares are sold. The sale proceeds are used to cover fees and the balance is received by the reporting person in cash. This transaction reflects the sale of the 297 shares received by the reporting person in connection with the vesting of 462 restricted stock units. In accordance with the Issuer's policies, the reporting person elected the following release method with respect to the vesting of restricted stock units: shares are withheld to cover taxes and remaining shares are sold. The sale proceeds are used to cover fees and the balance is received by the reporting person in cash. This transaction reflects the sale of the 949 shares received by the reporting person in connection with the vesting of 1,475 restricted stock units. Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock. Represents the vesting of restricted stock units. 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 January 1, 2021 and thereafter, an additional 1/48th vests each month for thirty-six months. These options become exercisable, if at all, based on total shareholder return (TSR) milestones. TSR is calculated based on the change in a 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. Twenty-five percent of this restricted stock unit grant vested on January 1, 2020 and thereafter, an additional 1/4th vests on each of January 1, 2021, January 1, 2022, and January 1, 2023. 12/48th of this option grant vested on January 1, 2020 and thereafter an additional 1/48th vests each month for thirty-six months. These restricted stock units vest, if at all, based on the completion of the Issuer's strategic transformation as well as the Issuer's achievement of certain financial milestones. These options become exercisable, if at all, based on the completion of the Issuer's strategic transformation as well as the Issuer's achievement of certain financial milestones. 15/48th of this option grant vested on January 1, 2018 and thereafter, an additional 1/48th vests each month for thirty-three months. These restricted stock units vest, if at all, based on the Issuer's achievement of certain financial milestones. Twenty-five percent of this restricted stock unit grant will vest on October 1, 2021 and thereafter, an additional 1/4th will vest on each of October 1, 2022, October 1, 2023, and October 1, 2024. 12/48th of this option grant vested on January 1, 2022 and thereafter, 1/48th will vest each month for thirty-six months. This option becomes exercisable, 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. These restricted stock units vest, if at all, based on the Issuer's achievement of certain stock price appreciation milestones. 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. /s/ Mark A. Shaffer, by power of attorney 2022-01-05