LIQUIDITY SERVICES INC — Director's Dealing 2021

Jan 21, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LIQUIDITY SERVICES INC (LQDT)
CIK: 0001235468
Period of Report: 2021-01-20

Reporting Person: Shaffer Mark A (Chief Legal Officer & Corp Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-20	Common Stock	M	5250	$8.30	Acquired	64021	Direct
2021-01-20	Common Stock	M	253	$4.47	Acquired	64274	Direct
2021-01-20	Common Stock	M	649	$6.11	Acquired	64923	Direct
2021-01-20	Common Stock	M	6142	$6.69	Acquired	71065	Direct
2021-01-20	Common Stock	M	2992	$8.30	Acquired	74057	Direct
2021-01-20	Common Stock	M	7296	$4.47	Acquired	81353	Direct
2021-01-20	Common Stock	F	7394	$19.91	Disposed	73959	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-20	Employee Stock Option	$8.3	M	5250	Disposed	2026-10-01	Common Stock (5250.0)	Direct
2021-01-20	Employee Stock Option	$8.3	M	2992	Disposed	2026-10-01	Common Stock (5250.0)	Direct
2021-01-20	Employee Stock Option	$4.47	M	7296	Disposed	2027-10-01	Common Stock (7296.0)	Direct
2021-01-20	Employee Stock Option	$4.47	M	253	Disposed	2027-10-01	Common Stock (2533.0)	Direct
2021-01-20	Employee Stock Option	$6.11	M	649	Disposed	2028-10-01	Common Stock (31150.0)	Direct
2021-01-20	Employee Stock Option	$6.69	M	6142	Disposed	2029-12-03	Common Stock (29200.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Grant	$	2020-09-30	Common Stock (3806.0)	3806	Direct
Employee Stock Grant	$	2021-10-01	Common Stock (310.0)	310	Direct
Employee Stock Option	$6.11	2028-10-01	Common Stock (18494.0)	18494	Direct
Employee Stock Grant	$	2023-01-01	Common Stock (2525.0)	2525	Direct
Employee Stock Option	$6.69	2029-12-03	Common Stock (29200.0)	29200	Direct
Employee Stock Grant	$	2024-01-01	Common Stock (9187.0)	9187	Direct
Employee Stock Option	$9.46	2030-12-01	Common Stock (42400.0)	42400	Direct
Employee Stock Option	$9.46	2030-12-01	Common Stock (42400.0)	42400	Direct
Employee Stock Grant	$	2025-01-01	Common Stock (7650.0)	7650	Direct
Employee Stock Grant	$	2025-01-01	Common Stock (7650.0)	7650	Direct

Footnotes

F1: The reporting person surrendered 7,394 shares with a market value of $147,214.54 to the Issuer to pay the purchase price of 5,250 shares at $8.30 per share; 253 shares at $4.47 per share; 649 shares at $6.11 per share; 6,142 shares at $6.69 per share; 2,992 shares at $8.30 per share; and 7,296 shares at $4.47 per share.

F2: Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock.

F3: These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.

F4: Represents the exercise of stock options.

F5: These options became fully exercisable on October 1, 2020.

F6: These options become exercisable, if at all, based on the issuer's achievement of certain financial milestones.

F7: 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

F8: 15/48th of this option grant vested on January 1, 2019 and thereafter, an additional 1/48th vests each month for thirty-three months.

F9: Twenty-five percent of this restricted stock unit grant vested on January 1, 2019 and thereafter, an additional 1/4th vests on each of October 1, 2019, October 1, 2020, and October 1, 2021.

F10: 15/48th of this option grant vested on January 1, 2020 and thereafter, an additional 1/48th vests each month for thirty-three months.

F11: 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.

F12: 12/48th of this option grant vested on January 1, 2021 and thereafter, an additional 1/48th vests each month for thirty-six months.

F13: 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.

F14: 12/48th of this option grant will vest on January 1, 2022 and thereafter, an additional 1/48th will vest each month for thirty-six months.

F15: This option becomes exercisable, if at all, based on the Issuer's achievement of certain stock price appreciation milestones.

F16: These restricted stock units vest, if at all, based on the Issuer's achievement of certain stock price appreciation milestones.

F17: Twenty-five percent of this restricted stock unit grant will vest 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.