LIQUIDITY SERVICES INC 8-K

What Happened

• On February 26, 2026, Liquidity Services, Inc. (LQDT) held its 2026 Annual Meeting of Stockholders and reported the voting results in an 8-K filing. Stockholders elected the board nominees, ratified Deloitte & Touche LLP as the company’s independent registered public accounting firm for fiscal 2026, approved an advisory vote on named executive officer compensation, and approved an amendment to the company’s Third Amended and Restated 2006 Omnibus Long-Term Incentive Plan.

Key Details

• Director election results:
  • Paul J. Hennessy — 25,367,832 votes FOR; 495,287 WITHHELD; 3,054,046 broker non-votes.
  • Jaime Mateus-Tique — 24,539,125 votes FOR; 1,323,994 WITHHELD; 3,054,046 broker non-votes.
  • Each nominee was duly elected to serve until the 2029 Annual Meeting (or until a successor is elected and qualified).
• Auditor ratification: Deloitte & Touche LLP was ratified for fiscal 2026 — 28,832,766 FOR; 83,380 AGAINST; 1,019 ABSTENTIONS.
• Advisory compensation vote: Approved — 25,421,651 FOR; 364,180 AGAINST; 77,288 ABSTENTIONS; 3,054,046 broker non-votes.
• Omnibus plan amendment: Approved — 15,171,994 FOR; 10,344,820 AGAINST; 346,305 ABSTENTIONS; 3,054,046 broker non-votes.

Why It Matters

• These results confirm shareholder support for the current board slate and governance choices: the auditor ratification maintains continuity in external audit oversight, and the advisory "say-on-pay" vote indicates investor approval of executive compensation practices (non-binding).
• Approval of the amendment to the 2006 Omnibus Long-Term Incentive Plan may affect future equity compensation grants for executives and employees; the vote passed but with a noticeably narrower margin than the other proposals, which investors may watch for implications on dilution and incentive design.