Liquidity Services insider files RSU vesting, sells shares to cover taxes (LQDT)

Rhea-AI Filing Summary

Liquidity Services, Inc. (LQDT) insider activity: Chief Human Resources Officer Murray Novelette reported multiple equity transactions on 08/25/2025. The filing shows net issuances from vested restricted stock units (RSUs) of 1,383 and 715 shares (net after withholding) and corresponding sales of those shares at $26.62 per share. Following these transactions, the reporting person held 25,172 shares directly. The filing also lists numerous outstanding and newly reported equity awards, including stock option grants and time- and performance-based RSU grants scheduled to vest between 2026 and 2029. Transactions were reported by power of attorney signature on 09/09/2025.

Positive

• Vesting occurred, delivering net shares (1,383 and 715 shares net issued from RSU vesting)
• Management remains aligned with shareholders via multiple time- and performance-based RSUs and long-dated option grants through 2034

Negative

• Sale of vested shares (1,383 and 715 shares sold at $26.62 per share) reduced direct share holdings received from vesting

Insights

Corporate Compensation Analyst

TL;DR: HR chief received and vested RSUs, sold net shares to cover tax withholding; multiple long-dated options and RSUs remain outstanding.

The Form 4 documents routine compensation-related equity activity rather than open-market strategic trades. Net issuances of 1,383 and 715 shares resulted from RSU vesting with withholding and subsequent sales at $26.62 per share to satisfy taxes and fees. The report enumerates significant outstanding equity awards — time- and performance-based RSUs and multiple option grants with strike prices from $9.46 to $22.20 and expirations through 2034 — which align management incentives with multi-year performance and transformation milestones.

Impact rating: 0 (neutral)

Securities Compliance Specialist

TL;DR: Filing reflects compliance with equity-plan withholding and Rule 16 reporting; no unexplained open-market purchases or non-plan transactions noted.

The filing indicates elections under issuer policy to withhold shares for tax and to sell remaining vested shares, consistent with routine plan administration. Multiple awards are subject to milestone-based vesting and strategic-transformation conditions, and certain option exercisability is contingent on company performance. All transactions are reported with codes identifying vesting (M) and sale to cover taxes (J) and are signed by a POA, suggesting standard administrative handling.

Impact rating: 0 (neutral)

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Murray Novelette

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Human Resources Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		M(17)		1,383	A	$0	26,555	D
Common Stock	08/25/2025		J(15)		1,383	D	$26.62	25,172	D
Common Stock	08/25/2025		M(18)		715	A	$0	25,887	D
Common Stock	08/25/2025		J(16)		715	D	$26.62	25,172	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 Unit Grant	(2)							(12)	01/01/2026	Common Stock	1,745		1,745	D
Restricted Stock Unit Grant	(2)							(13)	01/01/2027	Common Stock	5,177		5,177	D
Restricted Stock Unit Grant	(2)							(14)	01/01/2028	Common Stock	8,032		8,032	D
Restricted Stock Unit Grant	(2)							(11)	01/01/2029	Common Stock	9,500		9,500	D
Restricted Stock Units	(2)							(3)	01/01/2026	Common Stock	4,188		4,188	D
Restricted Stock Unit Grant	(2)							(3)	01/01/2029	Common Stock	9,500		9,500	D
Stock Option Grant	$10.3							(5)	02/02/2027	Common Stock	1,850		1,850	D
Stock Option Grant	$9.46							(1)	12/01/2030	Common Stock	7,693		7,693	D
Stock Option Grant	$22.2							(7)	12/07/2031	Common Stock	6,190		6,190	D
Stock Option Grant	$14							(8)	12/23/2032	Common Stock	5,027		5,027	D
Stock Option Grant	$17.31							(9)	12/22/2033	Common Stock	8,660		8,660	D
Stock Option Grant	$21.62							(10)	10/30/2034	Common Stock	8,000		8,000	D
Stock Option Grant	$10.3							(4)	02/02/2027	Common Stock	1,054		1,054	D
Stock Option Grant	$22.2							(6)	12/07/2031	Common Stock	6,190		6,190	D
Stock Option Grant	$14							(6)	12/23/2032	Common Stock	8,320		8,320	D
Stock Option Grant	$17.31							(6)	12/22/2033	Common Stock	8,660		8,660	D
Stock Option Grant	$21.62							(6)	10/30/2034	Common Stock	8,000		8,000	D
Restricted Stock Unit Grant	(2)	08/25/2025		M			2,071	(3)	01/01/2026	Common Stock	7,249	$0	5,178	D
Restricted Stock Unit Grant	(2)	08/25/2025		M			1,071	(3)	01/01/2027	Common Stock	8,568	$0	7,497	D

Explanation of Responses:

1. 12/48th of this option grant vested on January 1, 2022 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 restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.

4. These options become exercisable, if at all, based on the completion of the Issuer's strategic transformation as well as the Issuer's achievement of certain financial milestones.

5. 15/48th of this option grant vested on January 1, 2018 and thereafter, an additional 1/48th vests each month for thirty-three months.

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

7. 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.

8. 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.

9. 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.

10. 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.

11. 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. 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.

13. 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.

14. 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.

15. In accordance with the Issuer's policies, the reporting person has elected that each time RSUs vest, shares are withheld by the issuer to cover taxes and any remaining shares are sold. The sale proceeds are used to cover fees and the balance is received by the reporting person in cash. This transaction reflects the sale of the 1,383 shares received by the reporting person pursuant to the election described in the immediately preceding sentence.

16. In accordance with the Issuer's policies, the reporting person has elected that each time RSUs vest, shares are withheld by the issuer to cover taxes and any remaining shares are sold. The sale proceeds are used to cover fees and the balance is received by the reporting person in cash. This transaction reflects the sale of the 715 shares received by the reporting person pursuant to the election described in the immediately preceding sentence.

17. Represents the net issuance of 1,383 shares from the vesting of 2,071 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 688 shares.

18. Represents the net issuance of 715 shares from the vesting of 1,071 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 356 shares.

	/s/ Mark A. Shaffer, by power of attorney	09/09/2025
	** 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 transactions did Murray Novelette report for LQDT on 08/25/2025?

The filing reports net issuances of 1,383 and 715 shares from RSU vesting, with corresponding sales of those shares at $26.62 per share to cover taxes and fees.

How many LQDT shares does the reporting person own after the transactions?

After the reported transactions the reporting person beneficially owned 25,172 shares directly.

Were the reported transactions routine compensation events or open-market trades?

They were routine compensation events: RSU vesting with issuer withholding and sale of shares to cover tax obligations, reported with codes indicating vesting (M) and sale (J).

Does the Form 4 list other equity awards for LQDT management?

Yes; the filing lists multiple outstanding RSU grants and stock option grants with exercise prices from $9.46 to $22.20 and vesting/exercise schedules through 2034.

Are any of the awards contingent on performance or strategic milestones?

Yes; several RSUs and option exercisability are conditioned on the issuer's achievement of specified financial milestones or completion of the issuer's strategic transformation, as stated in the filing.