Director George H. Ellis vests 4,928 LQDT shares as Board retirement accelerates RSUs

Rhea-AI Filing Summary

Liquidity Services, Inc. director George H. Ellis had 4,928 restricted stock units vest into common shares on February 4, 2026. The units converted at an exercise price of $0, increasing his directly held common stock to 16,136 shares after the transaction.

According to the notes, Ellis retired from the Board of Directors on February 4, 2026. In recognition of his retirement, the Board accelerated the vesting of his outstanding restricted stock units effective as of his retirement date.

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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X

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^*

ELLIS GEORGE H

(Last) (First) (Middle)

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		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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	02/04/2026		M(1)		4,928	A	$0	16,136	D

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 Units	(2)	02/04/2026		M		4,928		(3)	03/01/2026	Common Stock	4,928	$0	0	D

Explanation of Responses:

1. Represents the vesting of restricted stock units.

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

3. The reporting person retired from the Board of Directors on February 4, 2026 and, in recognition of his retirement, the Board of Directors accelerated the vesting of his outstanding restricted stock units effective as of the date of his retirement.

	/s/ Mark A. Shaffer, by power of attorney	02/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did LQDT director George H. Ellis report?

George H. Ellis reported the vesting of 4,928 restricted stock units into Liquidity Services, Inc. common stock. The units converted at an exercise price of $0 per share, reflecting an equity award settlement rather than an open-market stock purchase or sale.

How many Liquidity Services (LQDT) shares does George H. Ellis hold after this transaction?

After the vesting transaction, George H. Ellis beneficially owns 16,136 shares of Liquidity Services common stock. This figure reflects his directly held shares following the conversion of 4,928 restricted stock units reported on February 4, 2026.

What does transaction code "M" mean in the LQDT Form 4 filing?

Transaction code “M” indicates an exercise or conversion of derivative securities, such as options or restricted stock units. In this case, 4,928 restricted stock units converted into an equal number of Liquidity Services common shares at an exercise price of $0.

Were the LQDT restricted stock units economically equivalent to common shares?

Yes. The filing states each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. common stock. When the units vested, they delivered the same economic value as directly owning that number of common shares.

Why were George H. Ellis’s Liquidity Services restricted stock units accelerated?

The Board of Directors accelerated the vesting of George H. Ellis’s outstanding restricted stock units because he retired from the Board on February 4, 2026. The acceleration became effective as of his retirement date, causing 4,928 units to vest immediately.

Did George H. Ellis sell any Liquidity Services (LQDT) shares in this Form 4?

No sale is reported. The Form 4 shows an “M” code transaction where 4,928 restricted stock units vested and converted into common shares at $0. The transaction increased his directly held stake to 16,136 Liquidity Services shares without indicating a disposition.