Form 4: Liquidity Services CEO Angrick Reports Equity Acquisitions
Insider Transaction Report
William P. Angrick III, Chairman and CEO of Liquidity Services, reported the acquisition of common stock through the vesting and exercise of restricted stock units and options.
Summary
- William P. Angrick III, Chairman of the Board and CEO of Liquidity Services, Inc. (LQDT), reported transactions involving the company's common stock and derivative securities.
- On January 1, 2026, Mr. Angrick acquired a total of 63,952 shares of common stock through the conversion of restricted stock units (RSUs) at a price of $0.
- These shares are held indirectly by the William P. Angrick III Revocable Trust, increasing its beneficial ownership to 5,214,953 shares.
- The filing also details various outstanding restricted stock unit grants and stock option grants with different vesting schedules, exercise prices, and expiration dates.
- Many of these derivative securities vest or become exercisable based on the Issuer's achievement of certain financial milestones.
- The transactions were made pursuant to a Rule 10b5-1(c) pre-planned contract, instruction, or written plan.
Sentiment
Score: 7
Explanation: The sentiment is moderately positive. The CEO is increasing his direct and indirect ownership through the vesting of equity awards, which aligns his interests with shareholders. The transactions are pre-planned under a 10b5-1 plan, indicating routine compensation rather than opportunistic buying, but still reflects continued commitment.
Positives
- The CEO's beneficial ownership of common stock increased by 63,952 shares through the vesting of RSUs, demonstrating continued equity alignment with shareholders.
- The transactions were conducted under a Rule 10b5-1 plan, indicating pre-planned and systematic equity management by the insider.
- A significant portion of outstanding derivative securities (RSUs and stock options) are tied to the Issuer's achievement of financial milestones, aligning management incentives with company performance.
Future Outlook
The filing indicates a long-term incentive structure for the CEO, with significant equity awards vesting and becoming exercisable over several years, some contingent on the company achieving specific financial milestones. This suggests a continued focus on long-term performance and shareholder value creation.
Management Comments
- The reporting person disclaims beneficial ownership of securities held in trusts for the benefit of his spouse, and for the purposes of Section 16 or any other purpose, the filing is not an admission of beneficial ownership.
- The reporting person disclaims beneficial ownership of securities held in a trust for his own benefit, and for the purposes of Section 16 or any other purpose, the filing is not an admission of beneficial ownership.
Industry Context
This Form 4 filing reflects routine insider compensation and equity management for a public company CEO. The use of restricted stock units and stock options, with performance-based vesting, is a common practice in the industry to align executive incentives with company performance and shareholder interests.
Comparison to Industry Standards
- The structure of equity compensation, including RSUs and stock options with performance-based vesting, is consistent with common practices for executive compensation in publicly traded companies, particularly those in the technology and e-commerce sectors like Liquidity Services.
- The use of Rule 10b5-1 plans for pre-planned transactions is a standard corporate governance practice to mitigate concerns about insider trading and provide transparency.
Related Party Transactions
- Shares are held indirectly by the William P. Angrick III Revocable Trust and the William P. Angrick III 2005 Irrevocable Trust, both for the benefit of the reporting person.
- Shares are held indirectly by the Stephanie S. Angrick 2005 Irrevocable Trust and the Stephanie S. Angrick Revocable Trust, for the benefit of the reporting person's spouse.
Stakeholder Impact
- Shareholders: Increased alignment of the CEO's interests with shareholders through higher equity ownership, particularly with performance-based vesting components.
- Employees: The compensation structure, including RSUs and stock options, reflects standard executive incentive programs that can motivate leadership towards company growth.
Next Steps
- Future vesting of various restricted stock unit grants on January 1, 2027, January 1, 2028, January 1, 2029, and January 1, 2030.
- Future exercisability of stock options based on the Issuer's achievement of certain financial milestones.
- Continued monthly vesting for several stock option grants over the next 36 months, following initial vesting dates in 2024, 2025, 2026, and 2027.
Key Dates
| Date | Description |
|---|---|
| 2020-10-01 | Stock options with an exercise price of $9.13 became fully exercisable. |
| 2021-10-01 | Stock options with an exercise price of $4.92 became fully exercisable. |
| 2022-10-01 | Stock options with an exercise price of $6.72 became fully exercisable. |
| 2023-01-01 | Twenty-five percent of a restricted stock unit grant (15,700 units) vested. |
| 2024-01-01 | Twenty-five percent of a restricted stock unit grant (17,080 units) vested. Stock options with an exercise price of $7.36 became fully exercisable. 12/48th of a stock option grant ($15.4 exercise price) vested, with additional 1/48th vesting monthly for 36 months. |
| 2025-01-01 | Twenty-five percent of a restricted stock unit grant (15,409 units) vested. Stock options with an exercise price of $10.41 became fully exercisable. 12/48th of a stock option grant ($19.04 exercise price) vested, with additional 1/48th vesting monthly for 36 months. |
| 2026-01-01 | Transaction date for acquisition of 63,952 common shares from RSU conversions. Vesting date for multiple restricted stock unit grants (15,700, 17,080, 15,409, 15,763 units). Stock options with an exercise price of $24.42 became fully exercisable. 12/48th of a stock option grant ($23.78 exercise price) will vest, with additional 1/48th vesting monthly for 36 months. |
| 2026-01-05 | Date of filing signature. |
| 2027-01-01 | Future vesting date for multiple restricted stock unit grants. 12/48th of a stock option grant ($25.87 exercise price) will vest, with additional 1/48th vesting monthly for 36 months. |
| 2027-03-03 | Expiration date for stock options with an exercise price of $9.13. |
| 2027-12-11 | Expiration date for stock options with an exercise price of $4.92. |
| 2028-01-01 | Future vesting date for multiple restricted stock unit grants. |
| 2028-12-04 | Expiration date for stock options with an exercise price of $6.72. |
| 2029-01-01 | Future vesting date for multiple restricted stock unit grants. |
| 2029-12-03 | Expiration date for stock options with an exercise price of $7.36. |
| 2030-01-01 | Future vesting date for multiple restricted stock unit grants. |
| 2030-12-01 | Expiration date for stock options with an exercise price of $10.41. |
| 2031-12-07 | Expiration date for stock options with an exercise price of $24.42. |
| 2032-12-23 | Expiration date for stock options with an exercise price of $15.4. |
| 2033-12-22 | Expiration date for stock options with an exercise price of $19.04. |
| 2034-10-30 | Expiration date for stock options with an exercise price of $23.78. |
| 2035-10-29 | Expiration date for stock options with an exercise price of $25.87. |
Keywords
Liquidity Services, LQDT, William P. Angrick III, SEC Form 4, Insider Trading, Stock Options, Restricted Stock Units, Equity Compensation, Beneficial Ownership, CEO, Chairman
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