Liveperson Inc. — Director's Dealing 2021

May 12, 2021

SEC Form 4

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

FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL
OMB Number:	3235-0287
Expires:	_
Estimated average burden
hours per response:	0.5

1. Name and Address of Reporting Person* Collins John DeNeen			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
(Last) (First) (Middle) C/O LIVEPERSON, INC. 475 TENTH AVENUE, 5TH FLOOR			3. Date of Earliest Transaction (Month/Day/Year) 05/07/2021	Officer (give title Other (specify X below) below) Chief Financial Officer
(Street) NEW YORK NY 10018 (City) (State) (Zip)			4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person 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)		2A. Deemed Execution Date, if any (Month/Day/Year) (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	6. Ownership Form: Direct (D) or Indirect (I)	7. Nature of Indirect Beneficial Ownership
			Code	V	Amount	(A) or (D)	Price	Following Reported Transaction(s) (Instr. 3 and 4)	(Instr. 4)	(Instr. 4)
Common Stock	05/07/2021		A		(1) 13,600	A	\$0	(2) 46,712	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 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) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (Right to Buy) \$51.74 05/07/2021 ^A 29,000 (3) 04/09/2031 Common Stock 29,000 \$0 29,000 ^D

Explanation of Responses:

1. The reporting person was granted an award of restricted stock units under the terms of the LivePerson, Inc. 2019 Stock Incentive Plan consisting of a grant of 13,600 restricted stock units (the "RSUs"), each of which represents a contingent right to receive one share of common stock. Subject to the reporting person's continued employment with the issuer through the applicable vesting date, these RSUs are scheduled to vest in substantially equal installments on each of the first, second, third and fourth anniversaries of April 9, 2021.

2. Number reported includes 33,793 unvested restricted stock units granted to and held by the reporting person as of the date of this filing.

3. Subject to the reporting person's continued employment with the issuer through the applicable vesting date, this stock option, granted under the terms of the LivePerson, Inc. 2019 Stock Incentive Plan, is scheduled to vest in substantially equal installments on each of the first, second, third and fourth anniversaries of April 9, 2021.

/s/ Monica L. Greenberg, Attorney-in-Fact for John DeNeen Collins 05/11/2021

** 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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.