Edgar Filing: Angrick William P III

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Angrick William P III

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	__X__ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chairman of the Board and CEO

(Last)

(First)

(Middle)

C/O LIQUIDITY SERVICES, INC., 6931 ARLINGTON ROAD, SUITE 200

3. Date of Earliest Transaction (Month/Day/Year)
01/10/2019

(Street)

BETHESDA, MD 20814

4. If Amendment, Date Original Filed(Month/Day/Year)
01/11/2019

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/10/2019		J⁽¹⁾		4,920	A	$ 7.65	3,712,875 ⁽²⁾	I	By the William P. Angrick III Revocable Trust ⁽³⁾
Common Stock	01/10/2019		F⁽⁴⁾		2,007	D	$ 7.65	3,710,868 ⁽²⁾	I	By the William P. Angrick III Revocable Trust ⁽³⁾
Common Stock								873,379	I	By the William P. Angrick III 2005 Irrevocable Trust ⁽³⁾
Common Stock								575,513	I	By the Stephanie S. Angrick 2005 Irrevocable Trust ⁽⁵⁾
Common Stock								114,699	I	By the Stephanie S. Angrick Revocable Trust ⁽⁵⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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 control number.		SEC 1474 (9-02)

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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option

$ 6.72

⁽⁶⁾

10/01/2028

Common Stock

124,200

Employee Stock Grant

$ 6.72

⁽⁷⁾

10/01/2028

Common Stock

17,300

Employee Stock Option

$ 6.72

⁽⁸⁾

10/01/2028

Common Stock

124,200

Employee Stock Grant

$ 6.72

⁽⁹⁾

10/01/2028

Common Stock

17,300

Employee Stock Option

$ 4.92

⁽⁶⁾

10/01/2027

Common Stock

130,620

Employee Stock Option

$ 4.92

⁽¹⁰⁾

10/01/2027

Common Stock

87,080

Employee Stock Grant

$ 4.92

01/10/2019

J⁽¹⁾

4,920

⁽⁷⁾

10/01/2027

Common Stock

12,300

$ 7.65

7,380

Employee Stock Grant

$ 4.92

⁽¹¹⁾

10/01/2027

Common Stock

6,150

Employee Stock Grant

$ 8.3

⁽¹²⁾

10/01/2026

Common Stock

37,625

Employee Stock Grant

$ 8.3

⁽¹³⁾

10/01/2026

Common Stock

75,250

Employee Stock Option

$ 9.13

⁽¹⁴⁾

10/01/2026

Common Stock

48,000

Employee Stock Option

$ 9.13

⁽¹⁵⁾

10/01/2026

Common Stock

48,000

Employee Stock Grant

$ 7.29

⁽¹⁶⁾

10/01/2025

Common Stock

36,682

Employee Stock Grant

$ 7.29

⁽¹³⁾

10/01/2025

Common Stock

9,170

Employee Stock Option

$ 7.29

⁽¹⁷⁾

10/01/2025

Common Stock

83,178

Employee Stock Option

$ 7.29

⁽¹⁸⁾

10/01/2025

Common Stock

20,794

Employee Stock Option

$ 11.45

⁽¹⁹⁾

10/01/2024

Common Stock

29,980

Employee Stock Option

$ 24.19

⁽²⁰⁾

10/01/2023

Common Stock

48,122

Employee Stock Option

$ 46.72

⁽²¹⁾

10/01/2022

Common Stock

14,695

Employee Stock Option

$ 37.72

⁽²²⁾

10/01/2021

Common Stock

32,139

Employee Stock Option

$ 17.02

⁽²³⁾

10/01/2020

Common Stock

8,641

Employee Stock Grant

$ 15.47

⁽¹³⁾

10/01/2020

Common Stock

11,053

Employee Stock Option

$ 9.96

⁽²⁴⁾

10/01/2019

Common Stock

4,568

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Angrick William P III C/O LIQUIDITY SERVICES, INC. 6931 ARLINGTON ROAD, SUITE 200 BETHESDA, MD 20814	X	X	Chairman of the Board and CEO

Signatures

/s/ Mark A. Shaffer, by power of attorney		03/04/2019
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Represents the vesting of restricted stock.
(2)	Due to a clerical error, the number of shares of Common Stock held by the William P. Angrick III Revocable trust was underreported by 14,507 on the reporting person's Forms 4 filed on each: October 3, 2018, October 8, 2018, December 6, 2018, December 10, 2018, January 4, 2019, and January 11, 2019. The transactions set forth on each of the forgoing Form 4s, including the number of shares of Common Stock subject to such transactions, were timely and accurately reported.
(3)	These shares are held in a trust for the benefit of the reporting person. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of the securities for the purposes of Section 16 or for any other purpose.
(4)	Represents an advance election by the insider to satisfy tax withholding obligations related to vesting of restricted shares by authorizing the issuer to sell a number of shares with an aggregate fair market value that would satisfy the withholding amount due.
(5)	These shares are held in a trust for the benefit of the reporting person's spouse, who is also trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of the securities for the purposes of Section 16 or for any other purpose.
(6)	This option becomes exercisable, if at all, based on total shareholder return (TSR) milestones. TSR is calculated based on the change in a the issuer's stock price during the performance period, taking into account any dividends paid during that period, which are assumed to be reinvested in the stock.
(7)	These restricted stock units vest, if at all, based on total shareholder return (TSR) milestones. TSR is calculated based on the change in a the issuer's stock price during the performance period, taking into account any dividends paid during that period, which are assumed to be reinvested in the stock.
(8)	15/48th of this option grant will vest on January 1, 2020 and thereafter 1/48th of the option grant will vest each month for thirty three months.
(9)	Twenty-five percent of this restricted stock grant will vest on January 1, 2020 and thereafter 1/4th of the restricted stock grant will vest on each October 1, 2020, October 1, 2021, and October 1, 2022.
(10)	15/48th of this option grant will vest on January 1, 2019 and thereafter 1/48th of the option grant will vest each month for thirty three months.
(11)	Twenty-five percent of this restricted stock grant vested on January 1, 2019 and thereafter 1/4th of the restricted stock grant will vest on each October 1, 2019, October 1, 2020, and October 1, 2021.
(12)	Twenty-five percent of this restricted stock grant vested on April 1, 2018 and October 1, 2018, and thereafter 1/4th of the restricted stock grant will vest on each of October 1, 2019, and October 1, 2020.
(13)	These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.
(14)	18/48th of this option grant vested on April 1, 2018 and thereafter 1/48th of the option grant will vest each month for thirty months.
(15)	This option becomes exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
(16)	Twenty-five percent of this restricted stock grant vested on October 1, 2016 and thereafter 1/4th of the restricted stock grant will vest on October 1 of each year for three years.
(17)	Twenty-five percent of this option grant vested on October 1, 2016 and thereafter 1/48th of the option grant will vest each month for thirty-six months.
(18)	75% of the options were certified as vested on December 6, 2018. The remaining options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
(19)	Twenty-five percent of this option grant vested on October 1, 2015 and thereafter 1/48th of the option grant will vest each month for thirty-six months.
(20)	These options became fully vested on October 1, 2017.
(21)	These options became fully vested on October 1, 2016.
(22)	These options became fully vested on October 1, 2015.
(23)	These options became fully vested on October 1, 2014.
(24)	These options became fully vested on October 1, 2013.

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