Edgar Filing: GROSS PATRICK W

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 ^*

GROSS PATRICK W

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	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2019

(Street)

BETHESDA, MD 20814

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/01/2019		J⁽¹⁾		22,692	A	$ 8.5	51,286	D

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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

$ 12.89

⁽²⁾

04/03/2016

Common Stock

20,000

Employee Stock Option

$ 14.75

⁽³⁾

10/02/2016

Common Stock

11,271

Employee Stock Option

$ 11.19

⁽⁴⁾

10/01/2017

Common Stock

10,272

Employee Stock Option

$ 11.66

⁽⁵⁾

06/03/2018

Common Stock

4,457

Employee Stock Option

$ 8.55

⁽⁶⁾

04/28/2019

Common Stock

21,086

Employee Stock Option

$ 10.7

⁽⁷⁾

02/01/2020

Common Stock

18,612

Employee Stock Option

$ 14.3

⁽⁸⁾

02/01/2021

Common Stock

15,012

Employee Stock Option

$ 42.31

⁽⁹⁾

02/01/2022

Common Stock

5,328

Employee Stock Option

$ 40.11

⁽¹⁰⁾

02/01/2023

Common Stock

5,954

Employee Stock Option

$ 21.53

⁽¹¹⁾

02/01/2024

Common Stock

20,061

Employee Stock Option

$ 9.84

⁽¹²⁾

02/01/2025

Common Stock

39,103

Employee Stock Option

$ 6.29

⁽¹³⁾

02/01/2026

Common Stock

84,896

Employee Stock Grant

⁽¹⁴⁾

02/01/2019

J⁽¹⁾

22,692

⁽¹⁵⁾

02/01/2028

Common Stock

22,692

⁽¹⁶⁾

Employee Stock Grant

⁽¹⁴⁾

02/01/2019

17,353

⁽¹⁷⁾

02/01/2029

Common Stock

17,353

⁽¹⁶⁾

17,353

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
GROSS PATRICK W C/O LIQUIDITY SERVICES, INC. 6931 ARLINGTON ROAD, SUITE 200 BETHESDA, MD 20814	X

Signatures

/s/ Mark A. Shaffer, by power of attorney		02/04/2019
^**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)	These options expired on April 3, 2016 without being exercised.
(3)	These options expired on October 2, 2016 without being exercised.
(4)	These options expired on October 1, 2017 without being exercised.
(5)	These options became fully vested on June 3, 2009.
(6)	These options became fully vested on February 18, 2010.
(7)	These options became fully vested on February 1, 2011.
(8)	These options became fully vested on February 1, 2012.
(9)	These options became fully vested on February 1, 2013.
(10)	These options became fully vested on February 1, 2014.
(11)	These options became fully vested on February 1, 2015.
(12)	These options became fully vested on February 1, 2016.
(13)	These options became fully vested on February 1, 2017.
(14)	Each restricted stock unit is the economic equivalent of one share of Liquidity Services, Inc. Common Stock.
(15)	These restricted shares became fully vested on February 1, 2019.
(16)	Each restricted stock unit represents the contingent right to receive one share of Common Stock upon vesting of the unit.
(17)	These restricted shares have a one-year vesting period such that 100% of this restricted stock grant will vest on February 1, 2020.

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