SEC Form 4 · accession 0001179110-16-030489
LIQUIDITY SERVICES INC · LQDT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jorge Celaya
Officer — EVP & Chief Financial Officer
Period of report
Oct 3, 2016
Accepted (ET)
Oct 5, 2016 · 6:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001235468
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 3, 2016 | J | 53,382 | $10.65 | A | 53,382 | D | |
| Common Stock | Oct 3, 2016 | S | 6,636 | $10.65 | D | 46,746 | D | |
| Common Stock | Oct 4, 2016 | S | 2,955 | $10.52 | D | 43,751 | D | |
| Common Stock | Oct 5, 2016 | S | 7,073 | $10.51 | D | 36,678 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock GrantF1 | $9.70 | Oct 3, 2016 | J | 43,725 | D | — | Oct 1, 2025 | Common Stock | 174,898 | 131,173 | D |
| Employee Stock GrantF2 | $6.63 | Oct 3, 2016 | J | 6,335 | D | — | Oct 1, 2025 | Common Stock | 25,341 | 19,006 | D |
| Employee Stock GrantF6 | $8.15 | Oct 3, 2016 | J | 3,322 | D | — | Oct 1, 2025 | Common Stock | 13,288 | 9,966 | D |
| Employee Stock GrantF3 | $5.11 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 6,335 | 6,335 | D |
| Employee Stock OptionF4 | $6.63 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 13,891 | 13,891 | D |
| Employee Stock OptionF5 | $6.63 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 3,473 | 3,473 | D |
Explanation of responses
- F1Twenty-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. In the event that Mr. Celaya's employment is terminated by the Company without cause or by Mr. Celaya for good reason within his first eighteen months of employment, 37.5 percent of this restricted stock grant will become vested as of the date of his termination. On the eighteen month anniversary of Mr. Celaya's start of employment, this acceleration provision will expire.
- F2Twenty-five percent of this restricted stock grant vested on October 1, 2016 and thereafter 1/4th of the restricted stock grant will vest on October 1 of each year for three years.
- F3These restricted shares will vest, if at all, based on the Issuer's achievement of certain financial milestones.
- F4Twenty-five percent of this option grant vested on October 1, 2016 and thereafter 1/48th of the option grant will vest each month for thirty-six months.
- F5This option becomes exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
- F6Twenty-five percent of this restricted stock grant vested on October 1, 2016 and thereafter 1/4th of the restricted stock grant will vest on October 1 of each year for three years.
- F7Represents the vesting of restricted stock
- F8Represents reporting person's advance election to sell to cover tax obligations upon vesting such restricted shares