View:
Download DOC
Download PDF
SEC FORM 5 SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0362
Estimated average burden
hours per response: 1.0
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported.
Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
Roy G Cayce
(Last) (First) (Middle)
C/O LIQUIDITY SERVICES, INC.
1920 L STREET, N.W., 6TH FLOOR
(Street)
WASHINGTON DC 20036
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LIQUIDITY SERVICES INC [ LQDT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Exec. VP/Pres. Asset Recovery
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
09/30/2013
4. If Amendment, Date of 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
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 at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 06/24/2013 G 150 D $0 1,850 D
Common Stock 06/24/2013 G 1,000 D $0 850 D
Common Stock 06/24/2013 G 100 D $0 750 D
Common Stock 06/25/2013 G 330 D $0 420 D
Common Stock 06/25/2013 G 10 D $0 410 D
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Grant $38.09 (1) 10/01/2022 Common Stock 2,394 2,394 D
Employee Stock Grant $38.09 (2) 10/01/2022 Common Stock 3,191 3,191 D
Employee Stock Option $38.09 (3) 10/01/2022 Common Stock 2,127 2,127 D
Employee Stock Option $38.09 (4) 10/01/2022 Common Stock 2,127 2,127 D
Employee Stock Grant $31.11 (5) 10/01/2021 Common Stock 2,352 2,352 D
Employee Stock Option $31.11 (6) 10/01/2021 Common Stock 7,806 7,806 D
Employee Stock Grant $15.47 (7) 10/01/2020 Common Stock 2,175 2,175 D
Employee Stock Option $15.47 (8) 10/01/2020 Common Stock 7,856 7,856 D
Employee Stock Grant $15.47 (9) 10/01/2020 Common Stock 13,815 13,815 D
Employee Stock Option $9.05 (10) 10/01/2019 Common Stock 3,443 3,443 D
Employee Stock Option $10.82 (11) 07/30/2018 Common Stock 300,000 300,000 D
Employee Stock Option $10.82 (12) 07/30/2018 Common Stock 22,611 22,611 D
Explanation of Responses:
1. Twenty-five percent of this restricted stock grant vested on October 1, 2013 and thereafter 1/4th of the restricted stock grant will vest on October 1 of each year for three years.
2. These restricted shares will vest, if at all, based on the Issuer's achievement of certain financial milestones.
3. Twenty-five percent of this option grant vested on October 1, 2013 and thereafter 1/48th of the option grant will vest each month for thirty-six months.
4. This option becomes exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
5. Twenty-five percent of this restricted stock grant vested on October 1, 2012 and thereafter 1/4th of the restricted stock grant will vest on October 1 of each year for three years.
6. Twenty-five percent of this option grant vested on October 1, 2012 and thereafter 1/48th of the option grant will vest each month for thirty-six months.
7. Twenty-five percent of this restricted stock grant vested on October 1, 2011 and thereafter 1/4th of the restricted stock grant will vest on October 1 of each year for three years.
8. Twenty-five percent of this option grant vested on October 1, 2011 and thereafter 1/48th of the option grant will vest each month for thirty-six months.
9. These restricted shares will vest, if at all, based on the Issuer's achievement of certain financial milestones.
10. These options became fully vested on October 1, 2013.
11. This option becomes exercisable, if at all, based on the Issuer's achievement of certain financial milestones.
12. These options became fully vested on August 25, 2012.
/s/ James E. Williams, by power of attorney 10/25/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.