LIQUIDITY SERVICES INC·4

May 28, 8:10 PM ET

Celaya Jorge 4

4 · LIQUIDITY SERVICES INC · Filed May 28, 2026

Research Summary

AI-generated summary of this filing

Updated

Liquidity Services (LQDT) CFO Jorge Celaya Exercises Options, Sells Shares

What Happened

  • Jorge Celaya, CFO of Liquidity Services (LQDT), exercised multiple stock option grants between May 26–28, 2026 and sold shares in open-market transactions. The filing shows open-market sales of 22,721 shares for total proceeds of about $812,153. Exercises occurred at various strike prices (notably $9.46, $14.00, $17.31 and $22.20).
  • Many exercised shares were withheld by the issuer to cover option costs and taxes (per footnotes); the net shares acquired after withholding were then sold in the open market. This is a cashless exercise followed by sales (exercise code M, sale code S).

Key Details

  • Transaction dates/prices (open-market sales shown in filing):
    • 2026-05-26: 3,758 sh @ $35.00 = $131,530; 3,768 sh @ $35.24 = $132,784; 3,777 sh @ $35.49 = $134,046
    • 2026-05-27: 3,797 sh @ $35.99 = $136,654; 1,523 sh @ $36.24 = $55,194
    • 2026-05-28: 3,815 sh @ $36.49 = $139,209; 2,283 sh @ $36.24 = $82,736
  • Exercises (examples): multiple option exercises at $9.46, $14.00, $17.31 and $22.20; exercise cash paid shown for many (e.g., 3,758 sh acquired @ $9.46 = $35,551).
  • Withholding/tax details: Footnotes F13–F19 show issuer withheld shares from option exercises to pay exercise cost and taxes (e.g., exercised 10,000 options, 6,242 shares withheld, 3,758 shares delivered to reporting person).
  • Aggregate sales/proceeds: ~22,721 shares sold for roughly $812,153.
  • Shares owned after transaction: not specified in the provided excerpt of the filing.
  • Filing timeliness: Form 4 was filed May 28, 2026 for transactions dated May 26–28, 2026 — appears to be timely (Form 4 is generally due within two business days).

Context

  • These filings reflect option exercises followed by immediate or near‑immediate sales (a common cashless exercise/liquidity pattern). The presence of share withholding to cover exercise costs and taxes confirms cashless mechanics rather than separate open‑market purchases.
  • Such sales are often routine executive liquidity events; they are factual disclosures and do not, by themselves, indicate company performance or executive sentiment. Transaction codes: M = option exercise/conversion, S = open‑market sale; derivative entries with $0 disposals reflect internal option/derivative adjustments per footnotes.

Insider Transaction Report

Form 4
Period: 2026-05-26
Celaya Jorge
EVP & Chief Financial Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F13]
    2026-05-26$9.46/sh+3,758$35,55154,723 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-05-26$35.00/sh3,758$131,53050,965 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    [F14]
    2026-05-26$9.46/sh+3,768$35,64554,733 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-05-26$35.24/sh3,768$132,78450,965 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    [F15]
    2026-05-26$9.46/sh+3,777$35,73054,742 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-05-26$35.49/sh3,777$134,04650,965 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    2026-05-26$9.46/sh+6,596$62,39857,561 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    2026-05-26$22.20/sh+2,096$46,53159,657 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    2026-05-26$14.00/sh+5,033$70,46264,690 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    2026-05-26$17.31/sh+2,205$38,16966,895 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    [F15]
    2026-05-27$9.46/sh+3,797$35,92070,692 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-05-27$35.99/sh3,797$136,65466,895 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    [F16]
    2026-05-27$9.46/sh+1,523$14,40868,418 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-05-27$36.24/sh1,523$55,19466,895 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    [F18]
    2026-05-28$9.46/sh+3,815$36,09070,710 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-05-28$36.49/sh3,815$139,20966,895 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    [F19]
    2026-05-28$9.46/sh+2,283$21,59769,178 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-05-28$36.24/sh2,283$82,73666,895 total(indirect: By Trust)
  • Exercise/Conversion

    Stock Option Grant

    [F17][F1]
    2026-05-2646,596964 total
    Exercise: $9.46Exp: 2030-12-01Common Stock (47,560 underlying)
  • Exercise/Conversion

    Stock Option Grant

    [F2]
    2026-05-262,0965,644 total
    Exercise: $22.20Exp: 2031-12-07Common Stock (7,740 underlying)
  • Exercise/Conversion

    Stock Option Grant

    [F3]
    2026-05-265,03311,607 total
    Exercise: $14.00Exp: 2032-12-23Common Stock (16,640 underlying)
  • Exercise/Conversion

    Stock Option Grant

    [F4]
    2026-05-262,20519,435 total
    Exercise: $17.31Exp: 2033-12-22Common Stock (21,640 underlying)
  • Exercise/Conversion

    Stock Option Grant

    [F20][F2]
    2026-05-2720,00035,050 total
    Exercise: $9.46Exp: 2030-12-01Common Stock (55,050 underlying)
Holdings
  • Restricted Stock Unit Grant

    [F6][F8]
    Exp: 2027-01-01Common Stock (5,177 underlying)
    5,177
  • Restricted Stock Unit Grant

    [F6][F7]
    Exp: 2028-01-01Common Stock (13,387 underlying)
    13,387
  • Restricted Stock Unit Grant

    [F6][F9]
    Exp: 2029-01-01Common Stock (15,375 underlying)
    15,375
  • Restricted Stock Unit Grant

    [F6][F12]
    Exp: 2030-01-01Common Stock (32,850 underlying)
    32,850
  • Restricted Stock Unit Grant

    [F6][F5]
    Exp: 2027-01-01Common Stock (5,355 underlying)
    5,355
  • Restricted Stock Unit Grant

    [F6][F5]
    Exp: 2029-01-01Common Stock (10,250 underlying)
    10,250
  • Restricted Stock Unit Grant

    [F6][F5]
    Exp: 2030-01-01Common Stock (32,850 underlying)
    32,850
  • Stock Option Grant

    [F4]
    Exercise: $17.31Exp: 2033-12-22Common Stock (21,640 underlying)
    21,640
  • Stock Option Grant

    [F10]
    Exercise: $21.62Exp: 2034-10-30Common Stock (17,350 underlying)
    17,350
  • Stock Option Grant

    [F11]
    Exercise: $23.52Exp: 2035-10-29Common Stock (31,650 underlying)
    31,650
  • Stock Option Grant

    [F2]
    Exercise: $14.00Exp: 2032-12-23Common Stock (16,640 underlying)
    16,640
  • Stock Option Grant

    [F2]
    Exercise: $17.31Exp: 2033-12-22Common Stock (21,640 underlying)
    21,640
  • Stock Option Grant

    [F2]
    Exercise: $21.62Exp: 2034-10-30Common Stock (17,350 underlying)
    17,350
  • Stock Option Grant

    [F2]
    Exercise: $23.52Exp: 2035-10-29Common Stock (31,650 underlying)
    31,650
Footnotes (20)
  • [F1]These options became fully exercisable on January 1, 2025.
  • [F10]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.
  • [F11]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.
  • [F12]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.
  • [F13]The reporting person exercised 10,000 stock options; 6,242 shares were withheld by the issuer to pay the cost of the options and taxes and the remaining 3,758 shares were acquired by the reporting person.
  • [F14]The reporting person exercised 10,000 stock options; 6,232 shares were withheld by the issuer to pay the cost of the options and taxes and the remaining 3,768 shares were acquired by the reporting person.
  • [F15]The reporting person exercised 10,000 stock options; 6,203 shares were withheld by the issuer to pay the cost of the options and taxes and the remaining 3,797 shares were acquired by the reporting person.
  • [F16]The reporting person exercised 4,002 stock options; 2,479 shares were withheld by the issuer to pay the cost of the options and taxes and the remaining 1,523 shares were acquired by the reporting person.
  • [F17]36,596 options were exercised on May 26, 2026 and 10,000 options were exercised on May 27, 2026.
  • [F18]The reporting person exercised 10,000 stock options; 6,185 shares were withheld by the issuer to pay the cost of the options and taxes and the remaining 3,815 shares were acquired by the reporting person.
  • [F19]The reporting person exercised 5,998 stock options; 3,715 shares were withheld by the issuer to pay the cost of the options and taxes and the remaining 2,283 shares were acquired by the reporting person.
  • [F2]These options become exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
  • [F20]4,002 options were exercised on May 27, 2026 and 15,998 options were exercised on May 28, 2026.
  • [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.
  • [F4]12/48th of this option grant vested on January 1, 2025 and thereafter, an additional 1/48th will vest each month for thirty-six months.
  • [F5]These restricted stock units will vest, if at all, based on the Issuer's achievement of certain financial milestones.
  • [F6]Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock.
  • [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.
  • [F8]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.
  • [F9]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.
Signature
/s/ Mark A. Shaffer, by power of attorney|2026-05-28

Documents

1 file
  • 4
    ownership.xmlPrimary

    4