8-K

LIQUIDITY SERVICES INC (LQDT)

8-K 2025-02-27 For: 2025-02-27
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Added on April 09, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 27, 2025

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Liquidity Services, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware 0-51813 52-2209244
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
6931 Arlington Road<br><br>Suite 460
Bethesda, Maryland 20814
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 202 4676868
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(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
Common Stock, $0.001 par value LQDT The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On February 27, 2025, Liquidity Services, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”), pursuant to notice duly given. Three proposals were submitted to the stockholders of the Company (the “Stockholders”) at the Annual Meeting. The Stockholders voted in accordance with the recommendation of the Board of Directors on each of the three proposals. The final voting results are as follows:

Proposal 1: Election of Directors.

Director Nominees Votes For Votes Withheld Broker Non-Votes
William P. Angrick, III 24,238,016 379,883 2,850,586
Edward J. Kolodzieski 22,468,789 2,149,110 2,850,586

Summary of Results: Each Director Nominee was duly elected to serve until the Annual Meeting of Stockholders in 2028 or until his, her or their successor has been duly elected and qualified, or until the earlier of his, her or their death, resignation or retirement.

Proposal 2: Ratification of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal 2025.

Votes For 27,431,386
Votes Against 29,167
Abstentions 7,932

Result of Vote: The Stockholders ratified the selection of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal 2025.

Proposal 3: Approval of an Advisory Resolution on Named Executive Officer Compensation.

Votes For 24,002,713
Votes Against 609,069
Abstentions 6,117
Broker Non-Votes 2,850,586

Result of Vote: The Stockholders approved the advisory resolution on named executive officer compensation.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LIQUIDITY SERVICES, INC.
(Registrant)
Date: February 27, 2025 By: /s/ Mark A. Shaffer
Name: Mark A. Shaffer
Title: Chief Legal Officer and<br>Corporate Secretary