Form 4: Liquidity Services CEO Reports RSU Vesting, Boosts Holdings
Insider Transaction Report
Liquidity Services CEO William P. Angrick III reported the vesting of 19,159 restricted stock units, increasing his indirect common stock holdings.
Summary
- William P. Angrick III, Chairman of the Board and CEO of Liquidity Services Inc. (LQDT), reported changes in his beneficial ownership.
- On December 1, 2025, a total of 19,159 restricted stock units (RSUs) vested and were converted into common stock.
- Specifically, 6,832 RSUs and 12,327 RSUs vested, both at an acquisition price of $0.
- These newly acquired shares are held indirectly through the William P. Angrick III Revocable Trust, increasing its beneficial ownership to 5,151,001 shares.
- Angrick also holds significant direct and indirect derivative securities, including various RSU grants and stock option grants with different vesting schedules and exercise prices.
- Many of these derivative securities are performance-based, vesting upon the Issuer's achievement of certain financial milestones.
Sentiment
Score: 7
Explanation: The filing reports routine vesting of equity awards, which is a positive sign of continued insider ownership and alignment with shareholder interests. No negative events are reported, and the transactions are expected as part of executive compensation.
Positives
- The vesting of restricted stock units indicates continued equity participation by the CEO, aligning management's interests with those of shareholders.
- A substantial increase in indirect common stock holdings (over 5.1 million shares) demonstrates significant insider ownership and commitment to the company's long-term success.
Negatives
- No negative transactions, such as sales, were reported in this filing; it exclusively details acquisitions through equity vesting.
Risks
- The full realization of certain stock options and restricted stock units is contingent on Liquidity Services, Inc. achieving specific financial milestones, introducing a performance-related risk to their vesting.
Future Outlook
The vesting schedules for various restricted stock units and stock options extend through 2035, with many contingent on the Issuer's achievement of specific financial milestones. This indicates a long-term incentive structure designed to align executive compensation with future company performance.
Management Comments
- 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. (Regarding shares held in trusts for spouse and for the reporting person's own trusts).
Industry Context
This filing is a routine insider transaction report, common across all industries, reflecting the compensation structure for executives through equity awards. It does not provide specific industry-related insights beyond the company's internal compensation practices.
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 which the reporting person disclaims beneficial ownership.
Stakeholder Impact
- Shareholders: Increased insider ownership through equity vesting can signal management's confidence and long-term commitment, potentially aligning interests.
- Employees: The equity compensation structure, including RSUs and stock options, is a key component of executive incentives and retention.
Next Steps
- Continued vesting of various restricted stock unit grants on January 1, 2026, January 1, 2027, January 1, 2028, January 1, 2029, and January 1, 2030.
- Ongoing monthly vesting of certain stock option grants for thirty-six months following their initial vesting dates.
- Achievement of specified financial milestones by Liquidity Services, Inc. for the vesting of performance-based restricted stock units and stock options.
Key Dates
| Date | Description |
|---|---|
| 10/01/2020 | A stock option grant with an exercise price of $9.13 became fully exercisable. |
| 10/01/2021 | A stock option grant with an exercise price of $4.92 became fully exercisable. |
| 10/01/2022 | A stock option grant with an exercise price of $6.72 became fully exercisable. |
| 01/01/2023 | 12/48th of a stock option grant ($24.42 exercise price) vested, with additional 1/48th vesting each month for thirty-six months. Also, 25% of a restricted stock unit grant (15,700 units) vested. |
| 01/01/2024 | A stock option grant with an exercise price of $7.36 became fully exercisable. Also, 12/48th of a stock option grant ($15.4 exercise price) vested, with additional 1/48th vesting each month for thirty-six months. Also, 25% of a restricted stock unit grant (34,160 units) vested. |
| 01/01/2025 | A stock option grant with an exercise price of $10.41 became fully exercisable. Also, 12/48th of a stock option grant ($19.04 exercise price) vested, with additional 1/48th vesting each month for thirty-six months. Also, 25% of a restricted stock unit grant (46,226 units) vested. |
| 12/01/2025 | Transaction date for the vesting of 19,159 restricted stock units into common stock. |
| 12/03/2025 | Date the Form 4 was signed and filed. |
| 01/01/2026 | Future vesting date for several restricted stock unit grants and a stock option grant. |
| 01/01/2027 | Future vesting date for several restricted stock unit grants and a stock option grant. |
| 03/03/2027 | Expiration date for stock option grants with a $9.13 exercise price. |
| 12/11/2027 | Expiration date for a stock option grant with a $4.92 exercise price. |
| 01/01/2028 | Future vesting date for several restricted stock unit grants. |
| 12/04/2028 | Expiration date for stock option grants with a $6.72 exercise price. |
| 01/01/2029 | Future vesting date for several restricted stock unit grants and a stock option grant. |
| 12/03/2029 | Expiration date for stock option grants with a $7.36 exercise price. |
| 01/01/2030 | Future vesting date for several restricted stock unit grants. |
| 12/01/2030 | Expiration date for stock option grants with a $10.41 exercise price. |
| 12/07/2031 | Expiration date for stock option grants with a $24.42 exercise price. |
| 12/23/2032 | Expiration date for stock option grants with a $15.4 exercise price. |
| 12/22/2033 | Expiration date for stock option grants with a $19.04 exercise price. |
| 10/30/2034 | Expiration date for stock option grants with a $23.78 exercise price. |
| 10/29/2035 | Expiration date for stock option grants with a $25.87 exercise price. |
Keywords
Liquidity Services, LQDT, William P. Angrick III, SEC Form 4, Insider Trading, Restricted Stock Units, Stock Options, Beneficial Ownership, CEO, Chairman
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