LIQUIDITY SERVICES INC — Director's Dealing 2019

Jan 11, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LIQUIDITY SERVICES INC (LQDT)
CIK: 0001235468
Period of Report: 2019-01-10

Reporting Person: Shaffer Mark A (VP, Gen. Counsel & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-10	Common Stock	J	744	$7.65	Acquired	12416	Direct
2019-01-10	Common Stock	F	327	$7.65	Disposed	12089	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-01-10	Employee Stock Grant	$4.47	J	744	Disposed	2027-10-01	Common Stock (1860.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Grant	$4.57	2026-02-16	Common Stock (1726.0)	1726	Direct
Employee Stock Grant	$5.8	2026-02-16	Common Stock (431.0)	431	Direct
Employee Stock Grant	$8.15	2026-06-22	Common Stock (7500.0)	7500	Direct
Employee Stock Grant	$8.3	2026-10-01	Common Stock (4425.0)	4425	Direct
Employee Stock Grant	$8.3	2026-10-01	Common Stock (8850.0)	8850	Direct
Employee Stock Option	$8.3	2026-10-01	Common Stock (5250.0)	5250	Direct
Employee Stock Option	$8.3	2026-10-01	Common Stock (5250.0)	5250	Direct
Employee Stock Option	$4.47	2027-10-01	Common Stock (18240.0)	18240	Direct
Employee Stock Option	$4.47	2027-10-01	Common Stock (12160.0)	12160	Direct
Employee Stock Grant	$4.47	2027-10-01	Common Stock (930.0)	930	Direct
Employee Stock Option	$6.11	2028-10-01	Common Stock (31150.0)	31150	Direct
Employee Stock Grant	$6.11	2028-10-01	Common Stock (5050.0)	5050	Direct
Employee Stock Option	$6.11	2028-10-01	Common Stock (31150.0)	31150	Direct
Employee Stock Grant	$6.11	2028-10-01	Common Stock (5050.0)	5050	Direct

Footnotes

F1: Represents the vesting of restricted stock.

F2: Represents an advance election by the insider to satisfy tax withholding obligations related to vesting of restricted shares by authorizing the issuer to sell a number of shares with an aggregate fair market value that would satisfy the withholding amount due.

F3: Twenty-five percent of this restricted stock grant vested on October 1, 2016 and thereafter 1/4 of the restricted stock grant will vest on October 1 of each year for three years.

F4: These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.

F5: Twenty-five percent of this restricted stock grant vested on July 1, 2017 and thereafter 1/4 of the restricted stock grant will vest on July 1 of each year for three years.

F6: Twenty-five percent of this restricted stock grant vested on April 1, 2018 and thereafter 1/4th of the restricted stock grant will vest on each of October 1, 2018, October 1, 2019, and October 1, 2020.

F7: 18/48th of this option grant will vest on April 1, 2018 and thereafter 1/48th of the option grant will vest each month for thirty months.

F8: This option becomes exercisable, if at all, based on the Issuer's achievement of certain financial milestones.

F9: This option becomes 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

F10: 15/48th of this option grant will vest on January 1, 2019 and thereafter 1/48th of the option grant will vest each month for thirty three months.

F11: These restricted stock units vest, 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.

F12: Twenty-five percent of this restricted stock grant vested on January 1, 2019 and thereafter 1/4th of the restricted stock grant will vest on each October 1, 2019, October 1, 2020, and October 1, 2021.

F13: 15/48th of this option grant will vest on January 1, 2020 and thereafter 1/48th of the option grant will vest each month for thirty three months.

F14: Twenty-five percent of this restricted stock grant will vest on January 1, 2020 and thereafter 1/4th of the restricted stock grant will vest on each October 1, 2020, October 1, 2021, and October 1, 2022.