Liquidity Services (LQDT) CEO reports RSU conversions and large trust holdings

Rhea-AI Filing Summary

Liquidity Services, Inc. Chairman and CEO William P. Angrick III reported the exercise and conversion of restricted stock units into common stock on February 13, 2026. The transactions, coded “M,” occurred at an exercise price of $0 per share and resulted in additional common shares held indirectly through the William P. Angrick III Revocable Trust.

The filing also lists substantial indirect holdings in other family trusts and details multiple outstanding restricted stock unit and stock option grants. Many of these awards vest or become exercisable only if Liquidity Services achieves specified financial milestones over future years.

SEC Form 4

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
or Section 30(h) of the Investment Company Act of 1940

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

Check 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^*

Angrick William P III

(Last) (First) (Middle)

C/O LIQUIDITY SERVICES, INC.

6931 ARLINGTON ROAD, SUITE 460

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LIQUIDITY SERVICES INC [ LQDT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of the Board and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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)	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/13/2026		M		13,974	A	$0	5,228,927	I	By the William P. Angrick III Revocable Trust(14)
Common Stock	02/13/2026		M		18,491	A	$0	5,247,418	I	By the William P. Angrick III Revocable Trust(14)
Common Stock	02/13/2026		M		18,915	A	$0	5,266,333	I	By the William P. Angrick III Revocable Trust(14)
Common Stock								873,379	I	By the William P. Angrick III 2005 Irrevocable Trust(14)
Common Stock								575,513	I	By the Stephanie S. Angrick 2005 Irrevocable Trust(1)
Common Stock								114,699	I	By the Stephanie S. Angrick Revocable Trust(1)

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
Restricted Stock Unit Grant	(2)							(15)	01/01/2027	Common Stock	17,080		17,080	D
Restricted Stock Unit Grant	(2)							(16)	01/01/2028	Common Stock	30,817		30,817	D
Restricted Stock Unit Grant	(2)							(13)	01/01/2029	Common Stock	47,287		47,287	D
Restricted Stock Unit Grant	(2)							(18)	01/01/2030	Common Stock	80,550		80,550	D
Restricted Stock Unit Grant	(2)	02/13/2026		M			13,974	(5)	01/01/2026	Common Stock	27,328	$0	0(20)	D
Restricted Stock Unit Grant	(2)	02/13/2026		M			18,491	(5)	01/01/2027	Common Stock	30,818	$0	12,327	D
Restricted Stock Unit Grant	(2)	02/13/2026		M			18,915	(5)	01/01/2029	Common Stock	63,050	$0	44,135	D
Restricted Stock Unit Grant	(2)							(5)	01/01/2030	Common Stock	80,550		80,550	D
Stock Option Grant	$9.13							(6)	03/03/2027	Common Stock	38,000		38,000	D
Stock Option Grant	$9.13							(3)	03/03/2027	Common Stock	27,360		27,360	D
Stock Option Grant	$4.92							(7)	12/11/2027	Common Stock	68,938		68,938	D
Stock Option Grant	$6.72							(3)	12/04/2028	Common Stock	124,200		124,200	D
Stock Option Grant	$6.72							(8)	12/04/2028	Common Stock	105,247		105,247	D
Stock Option Grant	$7.36							(3)	12/03/2029	Common Stock	139,900		139,900	D
Stock Option Grant	$7.36							(10)	12/03/2029	Common Stock	124,401		124,401	D
Stock Option Grant	$10.41							(3)	12/01/2030	Common Stock	131,950		131,950	D
Stock Option Grant	$10.41							(19)	12/01/2030	Common Stock	120,692		120,692	D
Stock Option Grant	$24.42							(3)	12/07/2031	Common Stock	56,615		56,615	D
Stock Option Grant	$24.42							(4)	12/07/2031	Common Stock	56,615		56,615	D
Stock Option Grant	$15.4							(3)	12/23/2032	Common Stock	53,125		53,125	D
Stock Option Grant	$15.4							(11)	12/23/2032	Common Stock	53,125		53,125	D
Stock Option Grant	$19.04							(3)	12/22/2033	Common Stock	50,170		50,170	D
Stock Option Grant	$19.04							(12)	12/22/2033	Common Stock	50,170		50,170	D
Stock Option Grant	$23.78							(9)	10/30/2034	Common Stock	53,550		53,550	D
Stock Option Grant	$23.78							(3)	10/30/2034	Common Stock	53,550		53,550	D
Stock Option Grant	$25.87							(17)	10/29/2035	Common Stock	71,550		71,550	D
Stock Option Grant	$25.87							(3)	10/29/2035	Common Stock	71,550		71,550	D

Explanation of Responses:

1. These shares are held in a trust for the benefit of the reporting person's spouse, who is also trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of the securities for the purposes of Section 16 or for any other purpose.

2. Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock.

3. These options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones.

4. These options became fully exercisable on January 1, 2026.

5. These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.

6. These options became fully exercisable on October 1, 2020.

7. These options became fully exercisable on October 1, 2021.

8. These options became fully exercisable on October 1, 2022.

9. 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.

10. These options became fully exercisable on January 1, 2024.

11. 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.

12. 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.

13. 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.

14. These shares are held in a trust for the benefit of the reporting person. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of the securities for the purposes of Section 16 or for any other purpose.

15. 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.

16. 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.

17. 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.

18. 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.

19. These options became fully exercisable on January 1, 2025.

20. The remaining 13,353 RSUs did not vest by the last day of the performance period (January 1, 2026) and as such, were forfeited in accordance with the terms of the grant.

	/s/ Mark A. Shaffer, by power of attorney	02/17/2026
	** 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).
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FAQ

What insider transactions did LQDT’s CEO report on February 13, 2026?

The CEO reported exercising restricted stock units into common stock on February 13, 2026. These “M” code transactions converted derivative awards at $0 per share and increased common stock held indirectly through the William P. Angrick III Revocable Trust.

Did the LQDT Form 4 show open-market buying or selling by William P. Angrick III?

No open-market buys or sells are shown. The reported transactions are coded “M,” indicating exercises or conversions of restricted stock units into common shares, rather than discretionary purchases or sales in the market by the reporting person.

How many LQDT shares are indirectly held through the Angrick revocable trust?

Following the reported transactions, the William P. Angrick III Revocable Trust holds 5,266,333 shares of Liquidity Services common stock indirectly. This position reflects the cumulative indirect holdings through that trust after the February 13, 2026 derivative conversions.

What other indirect holdings in LQDT stock are disclosed for William P. Angrick III?

The filing discloses additional indirect holdings of 873,379 shares through the William P. Angrick III 2005 Irrevocable Trust, 575,513 shares through the Stephanie S. Angrick 2005 Irrevocable Trust, and 114,699 shares through the Stephanie S. Angrick Revocable Trust.

How do the reported restricted stock units for LQDT’s CEO vest over time?

Several restricted stock unit grants each equal one share of common stock and vest in tranches on specific future January 1 dates. Some grants vest 25% annually over four years, while others vest only if Liquidity Services meets defined financial performance milestones.

What does the Form 4 say about LQDT stock options held by the CEO?

The filing lists numerous stock option grants with exercise prices ranging from $4.92 to $25.87 per share. Many are already fully exercisable, while others vest over time based on schedules or performance, with expiration dates extending into the 2030s.

Does William P. Angrick III disclaim beneficial ownership of any LQDT shares?

Yes. For certain trusts, including one for the benefit of his spouse and another for his own benefit, the filing states he disclaims beneficial ownership. It notes the report is not an admission that he is the beneficial owner for Section 16 or other purposes.