SEC FORM 4SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
 
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checkbox checkedCheck this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
checkbox uncheckedCheck this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Murray Novelette

(Last)(First)(Middle)
6931 ARLINGTON ROAD SUITE 460

(Street)
BETHESDAMD20814

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
LIQUIDITY SERVICES INC [ LQDT ]
Foreign Trading Symbol
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
checkbox checkedOfficer (give title below)Other (specify below)
Chief Human Resources Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/21/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
checkbox checkedForm 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) 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 Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock08/21/2026M(13)548A$036,317D
Common Stock08/21/2026J(14)548D$43.1235,769D
Common Stock08/21/2026M(15)486A$036,255D
Common Stock08/21/2026J(16)486D$43.1235,769D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit Grant(1) (9)01/01/2027Common Stock2,5892,589D
Restricted Stock Unit Grant(1) (10)01/01/2028Common Stock5,3555,355D
Restricted Stock Unit Grant(1) (8)01/01/2029Common Stock7,1257,125D
Restricted Stock Unit Grant(1) (12)01/01/2030Common Stock10,55010,550D
Restricted Stock Unit Grant(1)08/21/2026M1,071 (3)01/01/2027Common Stock2,142$01,071D
Restricted Stock Unit Grant(1)08/21/2026M950 (3)01/01/2029Common Stock4,750$03,800D
Restricted Stock Unit Grant(1) (2)01/01/2030Common Stock10,55010,550D
Stock Option Grant$22.2 (4)12/07/2031Common Stock3,2693,269D
Stock Option Grant$14 (5)12/23/2032Common Stock4,3334,333D
Stock Option Grant$17.31 (6)12/22/2033Common Stock6,2486,248D
Stock Option Grant$23.5 (11)10/29/2035Common Stock10,15010,150D
Stock Option Grant$23.5 (3)10/29/2035Common Stock10,15010,150D
Stock Option Grant$21.62 (7)10/30/2034Common Stock6,7456,745D
Stock Option Grant$17.31 (3)12/22/2033Common Stock1,7321,732D
Stock Option Grant$21.62 (3)10/30/2034Common Stock5,6005,600D
Explanation of Responses:
1. Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock.
2. These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.
3. These options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
4. 12/48th of this option grant vested on January 1, 2023 and thereafter, an additional 1/48th will vest each month for thirty-six months.
5. 12/48th of this option grant vested on January 1, 2024 and thereafter, an additional 1/48th will vest each month for thirty-six months.
6. 12/48th of this option grant vested on January 1, 2025 and thereafter, an additional 1/48th will vest each month for thirty-six months.
7. 12/48th of this option grant will vest on January 1, 2026 and thereafter, an additional 1/48th will vest each month for thirty-six months.
8. Twenty-five percent of this restricted stock unit grant vests on each of January 1, 2026, January 1, 2027, January 1, 2028 and January 1, 2029.
9. Twenty-five percent of this restricted stock unit grant vests on each of January 1, 2024, January 1, 2025, January 1, 2026 and January 1, 2027.
10. Twenty-five percent of this restricted stock unit grant vests on each of January 1, 2025, January 1, 2026, January 1, 2027 and January 1, 2028.
11. 12/48th of this option grant will vest on January 1, 2027, and, thereafter, an additional 1/48th will vest each month for thirty-six months.
12. Twenty-five percent of this restricted stock unit grant vests on each of January 1, 2027, January 1, 2028, January 1, 2029 and January 1, 2030.
13. Represents the net issuance of 548 shares from the vesting of 1,071 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 523 shares.
14. 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 548 shares received by the reporting person in connection with the vesting of 1,071 restricted stock units.
15. Represents the net issuance of 486 shares from the vesting of 950 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 464 shares.
16. 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 486 shares received by the reporting person in connection with the vesting of 950 restricted stock units.
/s/ Mark A. Shaffer, by power of attorney08/25/2026
** Signature of Reporting PersonDate
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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