SEC Form 4 · accession 0001628280-17-009697
LIQUIDITY SERVICES INC · LQDT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James M Rallo
Officer — President RSCG and CAG
Period of report
Oct 2, 2017
Accepted (ET)
Oct 4, 2017 · 5:02 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 2, 2017 | J | 15,270 | $5.80 | A | 15,270 | D | |
| Common Stock | Oct 2, 2017 | S | 13,449 | $5.80 | D | 1,821 | D | |
| Common Stock | Oct 3, 2017 | S | 1,821 | $5.80 | D | 0 | D | |
| Common StockF3 | holding | — | — | — | 15,039 | I | By James M. Rallo 401k | |
| Common Stock | holding | — | — | — | 8,000 | I | By James M. Rallo IRA | |
| Common StockF4 | holding | — | — | — | 685 | I | By James M. Rallo Cust. Michael Rallo MD UTMA | |
| Common StockF4 | holding | — | — | — | 460 | I | By James M. Rallo Cust. Melissa Rallo MD UTMA |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock GrantF11 | $21.99 | Oct 2, 2017 | J | 1,173 | D | — | Oct 1, 2023 | Common Stock | 1,173 | 0 | D |
| Employee Stock GrantF14 | $10.41 | Oct 2, 2017 | J | 7,717 | D | — | Oct 1, 2024 | Common Stock | 23,150 | 15,433 | D |
| Employee Stock GrantF16 | $6.63 | Oct 2, 2017 | J | 6,380 | D | — | Oct 1, 2025 | Common Stock | 19,140 | 12,760 | D |
| Employee Stock OptionF5 | $7.48 | holding | — | — | — | — | Oct 1, 2018 | Common Stock | 2,338 | 2,338 | D |
| Employee Stock OptionF6 | $15.47 | holding | — | — | — | — | Oct 1, 2020 | Common Stock | 6,678 | 6,678 | D |
| Employee Stock GrantF7 | $15.47 | holding | — | — | — | — | Oct 1, 2020 | Common Stock | 5,527 | 5,527 | D |
| Employee Stock OptionF8 | $31.37 | holding | — | — | — | — | Oct 1, 2021 | Common Stock | 12,358 | 12,358 | D |
| Employee Stock OptionF9 | $38.09 | holding | — | — | — | — | Oct 1, 2022 | Common Stock | 3,335 | 3,335 | D |
| Employee Stock OptionF10 | $29.47 | holding | — | — | — | — | Jul 18, 2023 | Common Stock | 24,871 | 24,871 | D |
| Employee Stock OptionF12 | $21.99 | holding | — | — | — | — | Oct 1, 2023 | Common Stock | 9,938 | 9,938 | D |
| Employee Stock GrantF13 | $13.57 | holding | — | — | — | — | May 14, 2024 | Common Stock | 11,054 | 11,054 | D |
| Employee Stock OptionF15 | $10.41 | holding | — | — | — | — | Oct 1, 2024 | Common Stock | 12,675 | 12,675 | D |
| Employee Stock GrantF7 | $5.80 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 6,380 | 6,380 | D |
| Employee Stock OptionF17 | $6.63 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 13,987 | 13,987 | D |
| Employee Stock OptionF18 | $6.63 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 3,497 | 3,497 | D |
| Employee Stock GrantF19 | $8.30 | holding | — | — | — | — | Oct 1, 2026 | Common Stock | 7,850 | 7,850 | D |
| Employee Stock GrantF7 | $8.30 | holding | — | — | — | — | Oct 1, 2026 | Common Stock | 7,850 | 7,850 | D |
| Employee Stock OptionF20 | $8.30 | holding | — | — | — | — | Oct 1, 2026 | Common Stock | 4,650 | 4,650 | D |
| Employee Stock OptionF18 | $8.30 | holding | — | — | — | — | Oct 1, 2026 | Common Stock | 4,650 | 4,650 | D |
Explanation of responses
- F1Represents the vesting of restricted stock.
- F10Twenty-five percent of this option grant vested on July 18, 2014 and thereafter 1/48th of the option grant will vest each month for thirty-six months.
- F11Twenty-five percent of this restricted stock grant vested on October 1, 2014 and thereafter 1/4th of the restricted stock grant will vest on October 1 of each year for three years.
- F12These options became fully vested on October 1, 2017.
- F13Fifty percent of this restricted stock grant vested on November 1, 2015 and thereafter 1/4th of the restricted stock grant will vest on November 1 of each year for two years.
- F14Twenty-five percent of this restricted stock grant vested on October 1, 2015 and thereafter 1/8th of the restricted stock grant will vest on April 1 and October 1 of each year for three years.
- F15Twenty-five percent of this option grant vested on October 1, 2015 and thereafter 1/48th of the option grant will vest each month for thirty-six months.
- F16Twenty-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.
- F17Twenty-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.
- F18This option becomes exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
- F19Twenty-five percent of this restricted stock grant will vest on April 1, 2018 and thereafter 1/4th of the restricted stock grant will vest on each of October 1, 2018, October 1, 2019, and October 1, 2020.
- F2Represents reporting person's advance election to sell upon vesting such restricted shares.
- F2018/48th of this option grant will vest on April 1, 2018 and thereafter 1/48th of this option grant will vest each month for thirty months.
- F3The number of securities shown as being held in Issuer's 401(k) account for the Reporting Person's benefit is the approximate number of shares of common stock. De minimis fractional interests reported by the Issuer's 401(k) Plan trustee/administrator and held indirectly through the Plan's stock purchase account are not reflected.
- F4Mr. Rallo disclaims beneficial ownership of these shares.
- F5These options became fully vested on October 1, 2013.
- F6These options became fully vested on October 1, 2014.
- F7These restricted shares will vest, if at all, based on the Issuer's achievement of certain financial milestones.
- F8These options became fully vested on October 1, 2015.
- F9These options became fully vested on October 1, 2016.