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Liquidity Services (NASDAQ: LQDT) legal chief nets shares as RSUs vest

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

For LIQUIDITY SERVICES INC (LQDT), Chief Legal Officer & Corp Sec Mark A. Shaffer reported on August 21, 2026 the vesting and conversion of restricted stock units into common stock and related tax withholding, plus updated option and RSU holdings. Two RSU tranches of 1,463 and 1,265 units converted, leading to net issuances of 771 and 667 common shares, respectively, to The Mark A. Shaffer Revocable Trust after the issuer withheld 692 and 598 shares to satisfy federal and state taxes. The filing also lists multiple outstanding stock option grants with exercise prices between $14.00 and $23.52 per share and RSU awards that vest over time or upon achievement of specified financial milestones.

Positive

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Negative

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Insider Shaffer Mark A
Role Chief Legal Officer & Corp Sec
Type Security Shares Price Value
Exercise Restricted Stock Unit Grant F1, F8 1,463 $0.00 $0.00
Exercise Restricted Stock Unit Grant F1, F8 1,265 $0.00 $0.00
Exercise Common Stock F12 771 $0.00 $0.00
Exercise Common Stock F13 667 $0.00 $0.00
holding Stock Option Grant F3 -- -- --
holding Stock Option Grant F4 -- -- --
holding Stock Option Grant F6 -- -- --
holding Stock Option Grant F9 -- -- --
holding Stock Option Grant F2 -- -- --
holding Stock Option Grant F2 -- -- --
holding Stock Option Grant F2 -- -- --
holding Stock Option Grant F2 -- -- --
holding Stock Option Grant F2 -- -- --
holding Restricted Stock Unit Grant F1, F11 -- -- --
holding Restricted Stock Unit Grant F1, F7 -- -- --
holding Restricted Stock Unit Grant F1, F5 -- -- --
holding Restricted Stock Unit Grant F1, F10 -- -- --
holding Restricted Stock Unit Grant F1, F8 -- -- --
Holdings After Transaction: Restricted Stock Unit Grant — 55,062 shares (Direct); Common Stock — 29,836 shares (Indirect, By The Mark A. Shaffer Revocable Trust); Stock Option Grant — 57,827 shares (Direct)
Footnotes (13)
  1. F1. Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock.
  2. F2. These options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
  3. F3. 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.
  4. F4. 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.
  5. F5. 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.
  6. F6. 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.
  7. F7. 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.
  8. F8. These restricted stock units vest, if at all, based on the Issuer's achievement of certain financial milestones.
  9. F9. 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.
  10. F10. 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.
  11. F11. 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.
  12. F12. Represents the net issuance of 771 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 692 shares.
  13. F13. Represents the net issuance of 667 shares from the vesting of 1,265 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 598 shares.
RSUs vested tranche 1 1,463 restricted stock units Vested and converted on 2026-08-21; economic equivalent of common stock
RSUs vested tranche 2 1,265 restricted stock units Vested and converted on 2026-08-21; economic equivalent of common stock
Net common shares issued to trust (tranche 1) 771 shares Net issuance after withholding 692 shares for taxes from 1,463 RSUs
Net common shares issued to trust (tranche 2) 667 shares Net issuance after withholding 598 shares for taxes from 1,265 RSUs
Stock option exercise price $14.00 per share Stock Option Grant on common stock expiring 2032-12-23, 1,734 underlying shares
Highest stock option exercise price $23.52 per share Stock Option Grants on common stock expiring 2035-10-29, 13,750 underlying shares each of two positions
RSU holdings expiring 2030-01-01 14,250 restricted stock units Restricted Stock Unit Grant on common stock, subject to time-based or performance-based vesting
restricted stock unit financial
"Each restricted stock unit is the economic equivalent of one share of Liquidity"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Stock Option Grant financial
"Stock Option Grant on common stock with specified exercise prices and expirations"
Revocable Trust financial
"nature_of_ownership: By The Mark A. Shaffer Revocable Trust"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
financial milestones financial
"These options become exercisable, if at all, based on the Issuer's achievement"
withholding financial
"federal and state withholding due at the vesting of such restricted stock units"

FAQ

What insider transactions did LQDT officer Mark A. Shaffer report on August 21, 2026?

Mark A. Shaffer reported the vesting and conversion of 1,463 and 1,265 restricted stock units into common stock, resulting in net issuances of 771 and 667 shares to his revocable trust after tax withholding, along with updated holdings of stock options and restricted stock units.

How many LQDT restricted stock units vested for Mark A. Shaffer in this Form 4?

Two tranches of restricted stock units vested: 1,463 units and 1,265 units. Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. common stock, and the vesting generated common shares before tax withholding.

How many LQDT common shares did Mark A. Shaffer’s trust receive net of withholding?

The Mark A. Shaffer Revocable Trust received net issuances of 771 common shares from 1,463 vested restricted stock units and 667 common shares from 1,265 vested restricted stock units, after the issuer withheld 692 and 598 shares, respectively, to cover federal and state tax obligations.

Were Mark A. Shaffer’s LQDT transactions under a Rule 10b5-1 trading plan?

The Rule 10b5-1 trading plan affirmation box is not checked (aff_10b5_one is false), and the footnotes do not reference a trading plan, so the reported vesting and related share issuances are not identified as being made under a Rule 10b5-1 plan.

What stock option grants for LQDT does Mark A. Shaffer report as outstanding?

He reports several stock option grants on LQDT common stock with exercise prices of $14.00, $17.31, $21.62, $22.20 and $23.52 per share, with expiration dates between December 7, 2031 and October 29, 2035, tied to specified numbers of underlying shares.

How do Mark A. Shaffer’s LQDT restricted stock units vest over time?

Some RSU grants vest in 25% annual installments on January 1 of specified years, such as 2024–2027, 2025–2028, 2026–2029, or 2027–2030. Other RSUs vest, if at all, based on Liquidity Services, Inc.’s achievement of certain financial milestones.

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SEC Form 4
FORM 4UNITED 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*
Shaffer Mark A

(Last)(First)(Middle)
C/O LIQUIDITY SERVICES, INC.
6931 ARLINGTON ROAD, SUTIE 460

(Street)
BETHESDA MARYLAND 20814

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
LIQUIDITY SERVICES INC [ LQDT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal Officer & Corp Sec
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/21/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/21/2026M(12)771A$029,169IBy The Mark A. Shaffer Revocable Trust
Common Stock08/21/2026M(13)667A$029,836IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option Grant$14 (3)12/23/2032Common Stock1,7341,734D
Stock Option Grant$17.31 (4)12/22/2033Common Stock4,9274,927D
Stock Option Grant$21.62 (6)10/30/2034Common Stock7,1337,133D
Stock Option Grant$23.52 (9)10/29/2035Common Stock13,75013,750D
Stock Option Grant$22.2 (2)12/07/2031Common Stock4,6444,644D
Stock Option Grant$14 (2)12/23/2032Common Stock2,0342,034D
Stock Option Grant$17.31 (2)12/22/2033Common Stock2,3652,365D
Stock Option Grant$21.62 (2)10/30/2034Common Stock7,4907,490D
Stock Option Grant$23.52 (2)10/29/2035Common Stock13,75013,750D
Restricted Stock Unit Grant(1) (11)01/01/2027Common Stock3,2373,237D
Restricted Stock Unit Grant(1) (7)01/01/2028Common Stock7,3157,315D
Restricted Stock Unit Grant(1) (5)01/01/2029Common Stock9,4879,487D
Restricted Stock Unit Grant(1) (10)01/01/2030Common Stock14,25014,250D
Restricted Stock Unit Grant(1)08/21/2026M1,463 (8)01/01/2027Common Stock2,926$01,463D
Restricted Stock Unit Grant(1)08/21/2026M1,265 (8)01/01/2029Common Stock6,325$05,060D
Restricted Stock Unit Grant(1) (8)01/01/2030Common Stock14,25014,250D
Explanation of Responses:
1. Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock.
2. These options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
3. 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.
4. 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.
5. 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.
6. 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.
7. 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.
8. These restricted stock units vest, if at all, based on the Issuer's achievement of certain financial milestones.
9. 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.
10. 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.
11. 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.
12. Represents the net issuance of 771 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 692 shares.
13. Represents the net issuance of 667 shares from the vesting of 1,265 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 598 shares.
/s/ Mark A. Shaffer08/25/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)