Liveperson Inc. — Director's Dealing 2019

Jun 21, 2019

SEC Form 4/A

Stock Option (Right to

Explanation of Responses:

Buy) \$28.18 05/29/2019 ^A

FORM 4/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Carlough, Daryl					2. Issuer Name and Ticker or Trading Symbol LIVEPERSON INC [ LPSN ]							5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title Other (specify X below) below) SVP, Global & Corp Controller
(Last) (First) (Middle) C/O LIVEPERSON, INC. 475 TENTH AVENUE, 5TH FLOOR						3. Date of Earliest Transaction (Month/Day/Year) 05/29/2019
(Street) NEW YORK NY 10018					4. If Amendment, Date of Original Filed (Month/Day/Year) 05/31/2019							6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person
(City)	(State)		(Zip)			Form filed by More than One Reporting Person
					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		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
							V Code		Amount	(A) or (D)	Price	Reported Transaction(s) (Instr. 3 and 4)
Common Stock					05/29/2019			A		(1) 2,700	A	\$0	(2) 11,813		D
					Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
	3. Transaction 3A. Deemed 2. 1. Title of Derivative 4. Date Execution Date, Conversion (Month/Day/Year) if any Security (Instr. 3) Transaction or Exercise (Month/Day/Year) Price of Code (Instr. Derivative Security 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)		and 4)	7. Title and Amount of Securities Underlying Derivative Security (Instr. 3		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
												Amount or

Exercisable

Expiration

Date Title

Number of Shares

(3) 05/29/2029 Common Stock 6,600 \$0 6,600 D

Code V (A) (D) Date

6,600 (3)

1. Number reported includes 112 additional shares of common stock added to the previously reported number of shares beneficially held in order to reconcile inadvertent clerical errors previously reported. Therefore, the number of unvested restricted stock units granted to and held by the reporting person following the reported transaction is adjusted to 7,700.

2. The number reported includes an additional grant of 284 stock options under the terms of the Liveperson, Inc. 2009 Stock Incentive Plan added to the previously reported number in order to amend an inadvertent clerical error previously reported. The same vesting period applies as previously reported.

/s/ Monica L. Greenberg, as	06/19/2019
attorney-in-fact

** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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