Liquidity Services (LQDT) Form 4: Shaffer Reports RSU Vesting and Option Grants
Rhea-AI Filing Summary
Mark A. Shaffer, VP, General Counsel & Secretary of Liquidity Services, Inc. (LQDT), reported multiple equity transactions on 08/25/2025 that increased his indirect holdings via The Mark A. Shaffer Revocable Trust. The filing shows net issuance of 1,550 shares and 875 shares from the vesting of restricted stock units, resulting in 46,796 and 47,671 shares beneficially owned following those transactions. The report also lists numerous outstanding stock options and restricted stock unit grants with specified vesting schedules and exercise prices, including options with exercise prices of $14.00, $17.31, $21.62, and $22.20, and RSU tranches vesting between 2026 and 2029. Certain RSUs and options vest contingent on financial milestones, and share withholding satisfied federal and state tax obligations upon vesting.
Positive
- Increased beneficial ownership reported: post-transaction totals of 46,796 and 47,671 shares held indirectly by the reporting person
- Transparent disclosure of detailed vesting schedules and exercise prices for options and RSUs
Negative
- Net share withholding reduced issued shares at vesting (1,040 and 588 shares withheld) which lowered net issuance to the reporting person
- Significant outstanding option/RSU pool (tens of thousands of underlying shares) represents potential future dilution if exercised or vested
Insights
TL;DR: Routine insider vesting and option grants disclosed; ownership increases were via RSU net issuances and are largely indirect.
The Form 4 details customary equity compensation activity for a senior officer: net issuance of vested restricted stock units and disclosure of multiple outstanding option and RSU grants with staggered vesting schedules and milestone conditions. Holdings are reported as indirect through a revocable trust, with post-transaction beneficial ownership totals provided. The filing is informational for governance and dilution tracking but does not itself indicate operational changes.
TL;DR: Material for cap table and potential future dilution; no cash transactions reported.
The report enumerates vested RSUs (net issuances of 1,550 and 875 shares) and multiple option grants totaling tens of thousands of underlying shares, with exercise prices listed. Several grants vest based on financial milestones, which may affect future dilution if milestones are met. The disclosure aids modeling of potential share count but contains no revenue, expense, or market-impact data.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit Grant | 2,590 | $0.00 | -- |
| Exercise | Restricted Stock Unit Grant | 1,463 | $0.00 | -- |
| Exercise | Common Stock | 1,550 | $0.00 | -- |
| Exercise | Common Stock | 875 | $0.00 | -- |
| holding | Restricted Stock Unit Grant | -- | -- | -- |
| holding | Restricted Stock Unit Grant | -- | -- | -- |
| holding | Restricted Stock Unit Grant | -- | -- | -- |
| holding | Restricted Stock Unit Grant | -- | -- | -- |
| holding | Restricted Stock Unit Grant | -- | -- | -- |
| holding | Restricted Stock Unit Grant | -- | -- | -- |
| holding | Stock Option Grant | -- | -- | -- |
| holding | Stock Option Grant | -- | -- | -- |
| holding | Stock Option Grant | -- | -- | -- |
| holding | Stock Option Grant | -- | -- | -- |
| holding | Stock Option Grant | -- | -- | -- |
| holding | Stock Option Grant | -- | -- | -- |
| holding | Stock Option Grant | -- | -- | -- |
| holding | Stock Option Grant | -- | -- | -- |
Footnotes (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. Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock. These options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones. 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. 12/48th of this option grant will vest on January 1, 2025 and thereafter, an additional 1/48th will vest each month for thirty-six months. 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. 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. 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 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. 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. These restricted stock units vest, if at all, based on the Issuer's achievement of certain financial milestones. Represents the net issuance of 1,550 shares from the vesting of 2,590 restricted stock units from which the federal and state withholding due at the vesting of such restricted stock units was satisfied by the issuer withholding 1,040 shares. Represents the net issuance of 875 shares from the vesting of 1,463 restricted stock units from which the federal and state withholding due at the vesting of such restricted stock units was satisfied by the issuer withholding 588 shares.
