LQDT VP & General Counsel reports option exercise and share sale

Rhea-AI Filing Summary

Liquidity Services, Inc. (LQDT)11/24/2025. Through The Mark A. Shaffer Revocable Trust, he exercised stock options to acquire 1,719 shares of common stock at $14.00 per share and sold 1,719 shares at $28.54 per share on the same date. The explanation notes he exercised 5,203 options in total, with 3,484 shares withheld by the issuer to cover option costs and taxes and the remaining 1,719 shares retained. Following these transactions, the trust indirectly held 51,074 shares of Liquidity Services common stock.

11/26/2025 - 04:01 PM

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^*

Shaffer Mark A

(Last) (First) (Middle)

C/O LIQUIDITY SERVICES, INC.

6931 ARLINGTON ROAD, SUTIE 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Gen. Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
11/24/2025

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	11/24/2025		M(14)		1,719	A	$14	49,390	I	By The Mark A. Shaffer Revocable Trust
Common Stock	11/24/2025		S		1,719	D	$28.54	47,671	I	By The Mark A. Shaffer Revocable Trust
Common Stock	11/24/2025		M		1,452	A	$22.2	49,123	I	By The Mark A. Shaffer Revocable Trust
Common Stock	11/24/2025		M		1,951	A	$14	51,074	I	By The Mark A. Shaffer Revocable Trust

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)							(8)	01/01/2026	Common Stock	2,180		2,180	D
Restricted Stock Unit Grant	(2)							(9)	01/01/2027	Common Stock	6,475		6,475	D
Restricted Stock Unit Grant	(2)							(10)	01/01/2028	Common Stock	10,972		10,972	D
Restricted Stock Unit Grant	(2)							(6)	01/01/2029	Common Stock	12,650		12,650	D
Restricted Stock Unit Grant	(2)							(13)	01/01/2030	Common Stock	14,250		14,250	D
Restricted Stock Unit Grant	(2)							(11)	01/01/2026	Common Stock	5,232		5,232	D
Restricted Stock Unit Grant	(2)							(11)	01/01/2029	Common Stock	12,650		12,650	D
Restricted Stock Unit Grant	(2)							(11)	01/01/2026	Common Stock	6,475		6,475	D
Restricted Stock Unit Grant	(2)							(11)	01/01/2027	Common Stock	10,241		10,241	D
Restricted Stock Unit Grant	(2)							(11)	01/01/2030	Common Stock	14,250		14,250	D
Stock Option Grant	$22.2	11/24/2025		M			1,452	(1)	12/07/2031	Common Stock	1,774	$0	322	D
Stock Option Grant	$14	11/24/2025		M			1,951	(4)	12/23/2032	Common Stock	4,986	$0	3,035	D
Stock Option Grant	$17.31							(5)	12/22/2033	Common Stock	8,622		8,622	D
Stock Option Grant	$21.62							(7)	10/30/2034	Common Stock	10,700		10,700	D
Stock Option Grant	$23.52							(12)	10/29/2035	Common Stock	13,750		13,750	D
Stock Option Grant	$22.2							(3)	12/07/2031	Common Stock	4,644		4,644	D
Stock Option Grant	$14	11/24/2025		M			5,203	(3)	12/23/2032	Common Stock	9,365	$0	4,162	D
Stock Option Grant	$17.31							(3)	12/22/2033	Common Stock	11,825		11,825	D
Stock Option Grant	$21.62							(3)	10/30/2034	Common Stock	10,700		10,700	D
Stock Option Grant	$23.52							(3)	10/29/2035	Common Stock	13,750		13,750	D

Explanation of Responses:

1. 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.

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. 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.

5. 12/48th of this option grant will vest on January 1, 2025 and thereafter, an additional 1/48th will vest each month for thirty-six months.

6. 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.

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, 2023, January 1, 2024, January 1, 2025 and January 1, 2026

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

12. 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.

13. 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.

14. The reporting person exercised 5,203 stock options; 3,484 shares were withheld by the issuer to pay the cost of the options and taxes and the remaining 1,719 shares were acquired by the reporting person.

	/s/ Mark A. Shaffer	11/26/2025
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did LQDT disclose for Mark A. Shaffer on 11/24/2025?

The filing shows that Mark A. Shaffer, VP, General Counsel & Secretary of Liquidity Services, Inc. (LQDT), exercised stock options and sold common shares on 11/24/2025 through The Mark A. Shaffer Revocable Trust.

How many Liquidity Services (LQDT) shares did Mark A. Shaffer acquire and sell?

On 11/24/2025, the trust acquired 1,719 Liquidity Services common shares at $14.00 per share via option exercise and sold 1,719 shares at $28.54 per share.

How many stock options did Mark A. Shaffer exercise in this LQDT Form 4?

The explanation states that he exercised 5,203 stock options. Of these, 3,484 shares were withheld by the issuer to pay the cost of the options and taxes, and 1,719 shares were acquired by the reporting person.

What is Mark A. Shaffer’s indirect ownership in Liquidity Services after the reported transactions?

After the 11/24/2025 transactions, The Mark A. Shaffer Revocable Trust indirectly held 51,074 shares of Liquidity Services common stock.

What types of derivative awards are reported for Mark A. Shaffer in this LQDT filing?

The filing lists multiple restricted stock unit grants and stock option grants tied to Liquidity Services common stock, with various vesting schedules and expiration dates extending through 2035.

How do the restricted stock units for LQDT reported here work economically?

The explanation notes that each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. common stock, subject to the specified vesting conditions.