SEC Form 4 · accession 0001628280-19-001410
LIQUIDITY SERVICES INC · LQDT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Roger Gravley
Officer — President, GovDeals & CIO
Period of report
Feb 12, 2019
Accepted (ET)
Feb 14, 2019 · 4:24 pm EST
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 | Feb 12, 2019 | M | 18,517 | $6.83 | A | 22,549 | D | |
| Common Stock | Feb 12, 2019 | F | 12,567 | $6.83 | D | 9,982 | 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 OptionF14 | $4.47 | Feb 12, 2019 | M | 11,904 | D | — | Oct 1, 2027 | Common Stock | 29,760 | 17,856 | D |
| Employee Stock OptionF15 | $4.47 | Feb 12, 2019 | M | 6,613 | D | — | Oct 1, 2027 | Common Stock | 19,840 | 13,227 | D |
| Employee Stock OptionF2 | $9.05 | holding | — | — | — | — | Oct 1, 2019 | Common Stock | 1,801 | 1,801 | D |
| Employee Stock GrantF3 | $15.47 | holding | — | — | — | — | Oct 1, 2020 | Common Stock | 1,106 | 1,106 | D |
| Employee Stock OptionF4 | $15.47 | holding | — | — | — | — | Oct 1, 2020 | Common Stock | 2,292 | 2,292 | D |
| Employee Stock OptionF5 | $31.37 | holding | — | — | — | — | Oct 1, 2021 | Common Stock | 2,857 | 2,857 | D |
| Employee Stock OptionF6 | $21.99 | holding | — | — | — | — | Oct 1, 2023 | Common Stock | 3,519 | 3,519 | D |
| Employee Stock GrantF3 | $21.99 | holding | — | — | — | — | Nov 27, 2023 | Common Stock | 499 | 499 | D |
| Employee Stock OptionF7 | $21.99 | holding | — | — | — | — | Nov 27, 2023 | Common Stock | 3,519 | 3,519 | D |
| Employee Stock OptionF8 | $10.41 | holding | — | — | — | — | Oct 1, 2024 | Common Stock | 7,338 | 7,338 | D |
| Employee Stock OptionF9 | $6.63 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 11,430 | 11,430 | D |
| Employee Stock GrantF10 | $6.63 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 5,213 | 5,213 | D |
| Employee Stock OptionF11 | $6.63 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 2,858 | 2,858 | D |
| Employee Stock GrantF3 | $6.63 | holding | — | — | — | — | Oct 1, 2025 | Common Stock | 1,303 | 1,303 | D |
| Employee Stock GrantF12 | $8.30 | holding | — | — | — | — | Oct 1, 2026 | Common Stock | 4,125 | 4,125 | D |
| Employee Stock OptionF13 | $8.30 | holding | — | — | — | — | Oct 1, 2026 | Common Stock | 4,900 | 4,900 | D |
| Employee Stock GrantF3 | $8.30 | holding | — | — | — | — | Oct 1, 2026 | Common Stock | 8,250 | 8,250 | D |
| Employee Stock OptionF7 | $8.30 | holding | — | — | — | — | Oct 1, 2026 | Common Stock | 4,900 | 4,900 | D |
| Employee Stock GrantF16 | $4.47 | holding | — | — | — | — | Oct 1, 2027 | Common Stock | 1,836 | 1,836 | D |
| Employee Stock GrantF17 | $4.47 | holding | — | — | — | — | Oct 1, 2027 | Common Stock | 1,530 | 1,530 | D |
| Employee Stock GrantF16 | $6.11 | holding | — | — | — | — | Oct 1, 2028 | Common Stock | 6,150 | 6,150 | D |
| Employee Stock OptionF14 | $6.11 | holding | — | — | — | — | Oct 1, 2028 | Common Stock | 37,850 | 37,850 | D |
| Employee Stock GrantF18 | $6.11 | holding | — | — | — | — | Oct 1, 2028 | Common Stock | 12,300 | 12,300 | D |
| Employee Stock OptionF19 | $6.11 | holding | — | — | — | — | Oct 1, 2028 | Common Stock | 37,850 | 37,850 | D |
Explanation of responses
- F1Represents an advance election by the insider to satisfy tax withholding obligations related to vesting of restricted shares by authorizing the issuer to sell a number of shares with an aggregate fair market value that would satisfy the withholding amount due.
- F10Twenty-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.
- F1175% of the options were certified as vested on December 6, 2018. The remaining options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
- F12Twenty-five percent of this restricted stock grant vested 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.
- F1318/48th of this option grant vested on April 1, 2018 and thereafter 1/48th of the option grant will vest each month for thirty months.
- F14This option becomes exercisable, if at all, based on total shareholder return (TSR) milestones. TSR is calculated based on the change in a the issuer's stock price during the performance period, taking into account any dividends paid during that period, which are assumed to be reinvested in the stock.
- F1515/48th of this option grant will vest on January 1, 2019 and thereafter 1/48th of the option grant will vest each month for thirty three months.
- F16These restricted stock units vest, if at all, based on total shareholder return (TSR) milestones. TSR is calculated based on the change in a the issuer's stock price during the performance period, taking into account any dividends paid during that period, which are assumed to be reinvested in the stock.
- F17Twenty-five percent of this restricted stock grant vested on January 1, 2019 and thereafter 1/4th of the restricted stock grant will vest on each October 1, 2019, October 1, 2020, and October 1, 2021.
- F18Twenty-five percent of this restricted stock grant will vest on January 1, 2020 and thereafter 1/4th of the restricted stock grant will vest on each October 1, 2020, October 1, 2021, and October 1, 2022.
- F1915/48th of this option grant will vest on January 1, 2020 and thereafter 1/48th of the option grant will vest each month for thirty three months.
- F2These options became fully vested on October 1, 2013.
- F3These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.
- F4These options became fully vested on October 1, 2014.
- F5These options became fully vested on October 1, 2015.
- F6These options became fully vested on October 1, 2017.
- F7This option becomes exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
- F8Twenty-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.
- F9Twenty-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.