Form 8-K

8-K — LIQUIDITY SERVICES INC

Accession: 0001193125-26-336662

Filed: 2026-08-06

Period: 2026-08-06

CIK: 0001235468

SIC: 7389 (SERVICES-BUSINESS SERVICES, NEC)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — lqdt-20260806.htm (Primary)

EX-99.1 (lqdt-ex99_1.htm)

GRAPHIC (img36855291_0.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: lqdt-20260806.htm · Sequence: 1

8-K

false000123546800012354682026-08-062026-08-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, 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): August 06, 2026

Liquidity Services, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

0-51813

52-2209244

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

6931 Arlington Road

Suite 460

Bethesda, Maryland

20814

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 202 4676868

(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

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 2.02 Results of Operations and Financial Condition.

On August 6, 2026, Liquidity Services, Inc. (the “Company”) announced its financial results for the quarter ended June 30, 2026. The full text of the press release (the “Press Release”) issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in the Press Release shall be considered “furnished” pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, nor shall it be deemed incorporated by reference into any of the Company’s reports or filings with the Securities and Exchange Commission, whether made before or after the date hereof, except as expressly set forth by specific reference in such report or filing.

Item 9.01 Financial Statements and Exhibits.

99.1

Press Release of Liquidity Services, Inc., dated August 6, 2026, announcing financial results for the quarter ended June 30, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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:

August 6, 2026

By:

/s/ Mark A. Shaffer

Mark A. Shaffer

Chief Legal Officer and Corporate Secretary

EX-99.1

Filename: lqdt-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

LIQUIDITY SERVICES ANNOUNCES THIRD QUARTER FISCAL YEAR 2026 FINANCIAL RESULTS

Share Expansion, Platform Efficiencies and Strong Buyer Participation Drive Profitable Growth

Bethesda, MD - August 6, 2026 - Liquidity Services (NASDAQ:LQDT; www.liquidityservices.com), the leading global provider of e-commerce marketplaces and software solutions powering the circular economy, today announced its financial results for its fiscal quarter ended June 30, 2026, as compared to the corresponding prior year quarter:

•

Gross Merchandise Volume (GMV) of $453.0 million, up 10%, and Revenue of $129.6 million, up 8%

•

GAAP Net Income of $10.4 million, up 41%, and GAAP Diluted Earnings Per Share (EPS) of $0.32, up 39%

•

Non-GAAP Adjusted EBITDA of $22.0 million, up 30%, and Non-GAAP Adjusted Diluted EPS of $0.45, up 32%

•

Cash balances of $231.1 million1 with zero financial debt

“Our third quarter results demonstrate the resounding success of our RISE strategy to drive value for buyers and sellers across the entire Circular Economy as we march closer to our $2 Billion annual GMV target. We are unlocking new efficiencies for our customers and internal operations through the smart use of machine learning, artificial intelligence and software which has translated to higher recovery, sales volume and market share. During Q3, our marketplaces drove continued growth in seller adoption and buyer liquidity resulting in a 17% increase in the number of completed transactions, expanded margins and strong free cash flow. Our expanding multi-channel buyer base across the retail, industrial and public sector verticals supports stronger recovery and scalable, asset light growth. Our strong performance reflects the payoff from our ongoing investment in innovation, service and scale and we are well positioned for continued growth in all economic climates,” said Bill Angrick, CEO of Liquidity Services.

Third Quarter Financial Highlights

GMV for the fiscal third quarter of 2026 was $453.0 million, setting a new quarterly record and a 10% increase from $413.0 million in the third fiscal quarter of 2025.

•

GMV in our RSCG segment increased 19% and set a new quarterly record, led by growth in consignment programs that leveraged asset-light, sell-in-place marketplace solutions and direct-to-consumer channels, while purchase programs increased modestly.

•

GMV in our GovDeals segment increased 9%, and set a new quarterly record, reflecting continued marketplace adoption, seller acquisition and service expansion.

•

GMV in our CAG segment decreased 1%, reflecting variability in project timing and regional activity levels.

•

Consignment sales represented 83% of consolidated GMV for the third fiscal quarter of 2026.

Revenue for the third quarter of 2026 was $129.6 million, an 8% increase from $119.9 million in the third fiscal quarter of 2025.

•

Revenue in our RSCG segment increased 8% and set a new quarterly record, reflecting higher volumes and a favorable product mix. GMV growth outpaced revenue growth from the higher consignment mix, while channel optimization and improved recovery from an expanded buyer base also contributed to a 30% increase in segment direct profit, setting a new quarterly record.

•

Revenue in our GovDeals segment increased 7%, and segment direct profit increased 9%, each setting a new quarterly record.

•

Revenue in our CAG segment increased 18% and segment direct profit increased 13%, due to improved take-rates on multinational projects.

•

Revenue in our Machinio & Software Solutions segments increased 4% and segment direct profit increased 3%, reflecting modest subscription growth and pricing, while Machinio continues to expand its System offering in the marine dealer category and our Software Solutions business invests in expanding its Auction.io platform software-as-a-services business.

Our marketplace platform business continued to demonstrate its scalability during the quarter, as growth in asset-light solutions, improved transaction margins, and disciplined execution drove strong operating leverage across the business.

•

GAAP Net Income of $10.4 million, or $0.32 per share, for the fiscal third quarter of 2026, an increase from $7.4 million, or $0.23 per share, for the same quarter last year. The percentage increase in GAAP Net Income exceeded Non-GAAP Adjusted Net Income as the fiscal third quarter of 2025 was impacted by business realignment expenses that did not recur.

•

Non-GAAP Adjusted Net Income for the fiscal third quarter of 2026 was $14.6 million, or $0.45 per share, an increase from $11.1 million, or $0.34 per share, for the same quarter last year.

•

Non-GAAP Adjusted EBITDA for the fiscal third quarter of 2026 was $22.0 million, a $5.0 million increase from $17.0 million in the same quarter last year, reflecting improved transaction margins, favorable business mix, and operating leverage generated through our marketplace platform.

1 Includes $219.8 million of Cash and cash equivalents and $11.3 million of Short-term investments.

Third Quarter Segment Financial Results

We present operating results for our three reportable segments: GovDeals, RSCG, and CAG. Our separate Machinio and Software Solutions operating segments, which do not individually meet the quantitative thresholds to be reportable segments, are combined and presented together as Machinio & Software Solutions for segment reporting purposes. For further information on our reportable segments, see Note 14, Segment Information, to our quarterly report on Form 10-Q for the period ended June 30, 2026. Segment direct profit is calculated as total revenue less cost of goods sold (excluding depreciation and amortization).

Our segment results are as follows (unaudited, dollars in thousands):

Three Months Ended June 30,

Nine Months Ended June 30,

2026

2025

2026

2025

GovDeals:

GMV

273,989

252,291

714,585

667,761

Total revenue

25,524

23,966

69,082

63,725

Segment direct profit

24,163

22,160

65,221

58,688

% of Total revenue

RSCG:

GMV

121,552

102,556

348,113

315,170

Total revenue

87,820

81,544

253,040

251,917

Segment direct profit

25,157

19,371

67,983

54,434

% of Total revenue

CAG:

GMV

57,472

58,160

178,139

183,509

Total revenue

10,794

9,161

33,054

28,604

Segment direct profit

9,560

8,460

28,593

25,909

% of Total revenue

Machinio & Software Solutions:

Total revenue

5,440

5,221

16,354

14,386

Segment direct profit

4,956

4,790

14,943

13,380

% of Total revenue

Consolidated:

GMV

453,013

413,007

1,240,837

1,166,440

Total revenue

129,578

119,875

371,530

358,581

Third Quarter Operational Metrics

•

Registered Buyers — At the end of Q3-FY26, registered buyers, defined as the aggregate number of persons or entities who have registered on one of our marketplaces, totaled approximately 6.4 million, representing a 9% increase over the approximately 5.9 million registered buyers at the end of Q3-FY25.

•

Auction Participants — Auction participants, defined as registered buyers who have bid in an auction during the period (a registered buyer who bids in more than one auction is counted as an auction participant in each auction in which he or she bids), was approximately 1,046,000 in Q3-FY26, a 5% decrease from approximately 1,098,000 auction participants in Q3-FY25.

•

Completed Transactions — Completed transactions, defined as the number of auctions in a given period, were approximately 334,000 in Q3-FY26, a 17% increase from the approximately 286,000 completed transactions in Q3-FY25.

Fourth Quarter Business Outlook

For the fiscal fourth quarter of 2026 we expect continued strong profitability, led by our Retail Supply Chain Group (RSCG) and GovDeals. GovDeals is expected to remain a major contributor to consolidated profitability, supported by continued marketplace adoption and seller activity. In Retail, expanded channel placement, current backlog, product mix and higher demand during the fiscal fourth quarter are expected to support continuing strong direct profit performance, with operating leverage, despite anticipating sequentially lower GMV and revenue. Our Capital Assets Group (CAG) has a strong pipeline of international project-based work and continued momentum in its North American heavy equipment category that are expected to result in a strong sequential performance subject to the typical variability in project timing and regional mix, while Machinio and Software Solutions are expected to continue to contribute growth through subscription and software-enabled services.

On a consolidated basis, consignment GMV for the fiscal fourth quarter is expected in the mid-eighties as a percentage of total GMV. Consolidated revenue as a percentage of GMV is expected to be in the mid-twenties, and total segment direct profit as a percentage of consolidated revenue is expected to be in the mid-fifty percent range as a result of the expected changes in mix resulting in improved direct profit margin. These ratios can vary based on our overall business mix, including asset categories, in any given period.

Our Q4-FY26 guidance is as follows:

$ in millions, except per share data

Q4-FY26 Guidance

GMV

$415 to $455

GAAP Net Income

$10.0 to $13.0

Non-GAAP Adjusted EBITDA

$22.0 to $25.0

GAAP Diluted EPS

$0.30 to $0.39

Non-GAAP Adjusted Diluted EPS

$0.41 to $0.50

Our Business Outlook includes forward-looking statements which reflect the following trends and assumptions for Q4-FY26 as compared to the prior year's period, as well as the other risks and uncertainties set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2025, and our subsequent quarterly reports on Form 10-Q:

Potential Impacts to GMV, Revenue, Segment Direct Profits, and ratios calculated using these metrics

•

fluctuations in the mix of purchase and consignment transactions. Generally, when the mix of purchase transactions increases, or when the commercial terms or pricing associated with such transactions change, revenue as a percent of GMV increases, while segment direct profit as a percentage of revenue decreases. When the mix of consignment transactions increases, or when associated economics change, revenue as a percent of GMV decreases, while segment direct profit as a percentage of revenue increases;

•

variability in the inventory product mix handled by our RSCG segment, including changes in asset availability, sourcing, and market pricing, which can cause a change in revenues and/or segment direct profit as a percentage of revenue;

•

real estate transactions in our GovDeals segment can be subject to significant variability due to changes that include postponements or cancellations of scheduled or expected auction events and the value of properties to be included in the auction event;

•

continued variability in project size and timing within our CAG segment, including variability driven by changes in economic and/or geopolitical conditions, which can impact revenues and segment direct profit;

•

continued growth and expansion resulting from the continuing acceleration of broader market adoption of the digital economy, particularly in our GovDeals and RSCG seller accounts and programs, including the execution by RSCG on its business plans for expanded direct-to-consumer sales;

•

changes in economic, political, or international trading conditions could cause variability in our operating results by impacting the priorities or financial stability of our sellers, current or prospective buyers or their end-customers;

Potential Impacts to Operating Expenses

•

continued R&D spending to support delivering software solutions and enhancing our omni-channel behavioral marketing, analytics, and buyer/seller payment optimization;

•

spending in business development activities to capture market opportunities, targeting efficient payback periods;

•

variability in the volumes and service locations of products handled by our RSCG segment, which can cause the capacity and related operating expense requirements for inventory logistics and storage to fluctuate;

Potential Impacts to GAAP Net Income and Diluted EPS and Non-GAAP Adjusted Net Income and Adjusted Diluted EPS

•

year-over-year, we expect that cash paid for income taxes will increase in FY26 as our US federal net operating loss carryforward became fully utilized during FY25. Our FY26 annual effective tax rate (ETR) is expected to range from approximately 30% to 34%, with the rate for the fiscal fourth quarter of 2026 in the low-to-mid thirties. This range excludes any potential impacts from any legislative changes, and excludes potential impacts that have limited visibility and can be highly variable, such as the discrete effects of stock compensation due to participant stock option exercise activity or changes in our stock price.

•

our diluted weighted average number of shares outstanding is expected to be approximately 33.0 million. As of June 30, 2026, we had $15.0 million in remaining authorization to repurchase shares of our common stock.

Reconciliation of GAAP to Non-GAAP Measures

Non-GAAP EBITDA and Non-GAAP Adjusted EBITDA. Non-GAAP EBITDA is a supplemental non-GAAP financial measure and is equal to Net Income plus interest and other income, net; provision for income taxes; and depreciation and amortization. Our definition of Non-GAAP Adjusted EBITDA differs from Non-GAAP EBITDA because we further adjust Non-GAAP EBITDA for stock compensation expense, acquisition costs such as transaction expenses, business realignment expenses, litigation settlement expenses that are not expected to recur, and goodwill, long-lived and other non-current asset impairment. A reconciliation of Net Income to Non-GAAP EBITDA and Non-GAAP Adjusted EBITDA is as follows (dollars in thousands):

Three Months Ended June 30,

Nine Months Ended June 30,

2026

2025

2026

2025

Net income

10,426

7,410

25,437

20,271

Interest and other income, net1

(1,411

)

(1,127

)

(3,711

)

(3,231

)

Provision for income taxes

5,072

3,885

11,250

6,920

Depreciation and amortization

2,683

2,657

7,906

7,741

Non-GAAP EBITDA

16,770

12,825

40,882

31,701

Stock compensation expense

5,272

3,512

15,796

9,522

Acquisition-related costs2

116

286

Business realignment expenses3

—

618

—

777

Non-GAAP Adjusted EBITDA

22,046

17,005

56,794

42,286

1 Interest and other income, net, per the Condensed Consolidated Statements of Operations, excludes the non-service components of net periodic pension cost (benefit).

2 Acquisition-related costs are included in Other operating expenses, net on the Condensed Consolidated Statements of Operations.

3 Business realignment expense, included as a component of Other operating expenses, net, on the Condensed Consolidated Statement of Operations, includes the amounts accounted for as exit costs under ASC 420, Exit or Disposal Cost Obligations, and the related impacts of business realignment actions subject to other accounting guidance.

Non-GAAP Adjusted Net Income and Non-GAAP Adjusted Basic and Diluted Earnings Per Share. Non-GAAP Adjusted Net Income is a supplemental non-GAAP financial measure and is equal to Net Income plus stock compensation expense, amortization of intangible assets, acquisition related costs such as transaction expenses and changes in earn-out estimates, business realignment expenses, litigation settlement expenses that are not expected to reoccur, goodwill, long-lived and other non-current asset impairments, and the estimated impact of income taxes on these non-GAAP adjustments as well as non-recurring tax adjustments. Non-GAAP Adjusted Basic and Diluted Earnings Per Share are determined using Non-GAAP Adjusted Net Income. For Q3-FY26 and Q3-FY25, the tax rates used to estimate the impact of income taxes on the non-GAAP adjustments was 30.7% and 25.4%, respectively, based upon the GAAP effective tax rates for each year-to-date period. A reconciliation of Net Income to Non-GAAP Adjusted Net Income and Non-GAAP Adjusted Basic and Diluted Earnings Per Share is as follows (dollars in thousands, except per share data):

Three Months Ended June 30,

Nine Months Ended June 30,

2026

2025

2026

2025

Net income

10,426

7,410

25,437

20,271

Stock compensation expense

5,272

3,512

15,796

9,522

Intangible asset amortization

783

828

2,349

2,453

Acquisition-related costs1

116

286

Business realignment expenses2

—

618

—

777

Income tax impact on the adjustment items

(1,860

)

(1,272

)

(5,606

)

(3,311

)

Non-GAAP Adjusted net income

14,625

11,146

38,092

29,998

Non-GAAP Adjusted basic earnings per common share

0.47

0.36

1.23

0.97

Non-GAAP Adjusted diluted earnings per common share

0.45

0.34

1.17

0.93

Basic weighted average shares outstanding

31,240,396

31,157,183

30,976,586

30,935,882

Diluted weighted average shares outstanding

32,851,019

32,497,238

32,476,795

32,404,183

1 Acquisition-related costs are included in Other operating expenses, net on the Condensed Consolidated Statement of Operations.

2 Business realignment expense, included as a component of Other operating expenses, net, on the Condensed Consolidated Statement of Operations, includes the amounts accounted for as exit costs under ASC 420, Exit or Disposal Cost Obligations, and the related impacts of business realignment actions subject to other accounting guidance.

Conference Call Details

The Company will host a conference call to discuss these results at 10:30 a.m. Eastern Time today. Investors and other interested parties may access the teleconference by registering here to receive the dial-in number and unique conference pin. A live listen-only webcast of the conference call will be provided on the Company's investor relations website at https://investors.liquidityservices.com. An archive of the webcast will be available on the Company's website until August 6, 2027. The replay will be available starting at 1:30 p.m. Eastern Time on the day of the call.

Non-GAAP Measures

To supplement our consolidated financial statements presented in accordance with generally accepted accounting principles (GAAP), we use certain non-GAAP measures of certain components of financial performance. These non-GAAP measures include earnings before interest, taxes, depreciation and amortization (EBITDA), Adjusted EBITDA, Adjusted Net Income (Loss) and Adjusted Diluted Earnings (Loss) per Share. These non-GAAP measures are provided to enhance investors’ overall understanding of our current financial performance and prospects for the future. We use EBITDA and Adjusted EBITDA: (a) as measurements of operating performance because they assist us in comparing our operating performance on a consistent basis as they do not reflect the impact of items not directly resulting from our core operations; (b) for planning purposes, including the preparation of our internal annual operating budget; (c) to allocate resources to enhance the financial performance of our business; (d) to evaluate the effectiveness of our operational strategies; and (e) to evaluate our capacity to fund capital expenditures and expand our business. Adjusted Diluted Earnings (Loss) per Share is the result of our Adjusted Net Income (Loss) and diluted shares outstanding.

We prepare Non-GAAP Adjusted EBITDA by eliminating from Non-GAAP EBITDA the impact of items that we do not consider indicative of our core operating performance. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. As an analytical tool, Non-GAAP Adjusted EBITDA is subject to all of the limitations applicable to Non-GAAP EBITDA. Our presentation of Non-GAAP Adjusted EBITDA should not be construed as an implication that our future results will be unaffected by unusual or non-recurring items.

We believe these non-GAAP measures provide useful information to both management and investors by excluding certain expenses that may not be indicative of our core operating measures. In addition, because we have historically reported certain non-GAAP measures to investors, we believe the inclusion of non-GAAP measures provides consistency in our financial reporting. These measures should be considered in addition to financial information prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. A reconciliation of all historical non-GAAP measures included in this press release, to the most directly comparable GAAP measures, may be found in the financial tables included in this press release.

We do not quantitatively reconcile our guidance ranges for our non-GAAP measures to their most comparable GAAP measures in the Business Outlook section of this press release. The guidance ranges for our GAAP and non-GAAP financial measures reflect our assessment of potential sources of variability in our financial results and are informed by our evaluation of multiple scenarios, many of which have interactive effects across several financial statement line items. Providing guidance for individual reconciling items between our non-GAAP financial measures and the comparable GAAP measures would imply a degree of precision and certainty in those reconciling items that is not a consistent reflection of our scenario-based process to prepare our guidance ranges. To the extent that a material change affecting the individual reconciling items between the Company’s forward-looking non-GAAP and comparable GAAP financial measures is anticipated, the Company has provided qualitative commentary in the Business Outlook section of this press release for your consideration. However, as the impact of such factors cannot be predicted with a reasonable degree of certainty or precision, a quantitative reconciliation is not available without unreasonable effort.

Supplemental Operating Data

To supplement our consolidated financial statements presented in accordance with GAAP, we use certain supplemental operating data as a measure of certain components of operating performance. GMV is the total sales value of all transactions for which we earned compensation upon their completion through our marketplaces or other channels during a given period of time. We review GMV because it provides a measure of the volume of goods being sold in our marketplaces and thus the activity of those marketplaces. GMV and our other supplemental operating data, including registered buyers, auction participants and completed transactions, also provide a means to evaluate the effectiveness of investments that we have made and continue to make in the areas of seller and buyer support, value-added services, product development, sales and marketing and operations. Therefore, we believe this supplemental operating data provides useful information to both management and investors. In addition, because we have historically reported certain supplemental operating data to investors, we believe the inclusion of this supplemental operating data provides consistency in our financial reporting. This data should be considered in addition to financial information prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results.

Forward-Looking Statements

This document contains forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. These statements are only predictions. The outcome of the events described in these forward-looking statements is subject to known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. These statements include, but are not limited to, statements regarding the Company’s business outlook; expected future results; expected future effective tax rates; and trends and assumptions about future periods. You can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continues” or the negative of these terms or other comparable terminology. Our business is subject to a number of risks and uncertainties, and our past performance is no guarantee of our performance in future periods. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

There are several risks and uncertainties that could cause our actual results to differ materially from the forward-looking statements in this document. Important factors that could cause our actual results to differ materially from those expressed as forward-looking statements are set forth in our filings with the SEC from time to time, and include, among others: our ability to source sufficient assets from sellers to attract and retain active professional buyers; our need to successfully react to the increasing importance of mobile commerce and the increasing environmental and social impact aspects of e-commerce in an increasingly competitive environment for our business, including not only risks of disintermediation of our e-commerce services by our competitors but also by our buyers and sellers; the performance of our continuing initiatives; disruptions in our vendor contracts with Amazon.com, Inc., under which we acquire a significant portion of our purchased inventory; our ability to timely upgrade and develop our information technology systems, infrastructure and digital marketing and customer service capabilities at reasonable cost and scale while complying with applicable data privacy and security laws and maintaining site stability and performance to allow our operations to grow in both size and scope; our ability to attract, retain and develop the skilled employees that we need to support our business; competitive pressures from different industries affecting our ability to attract and retain buyers and sellers; retail clients investing in their warehouse operations capacity to handle higher volumes of online returns, resulting in retailers sending the Company a reduced volume of returns merchandise or sending us a product mix lower in value due to the removal of high value returns; system interruptions, a lack of control over third parties software, and dependence on third parties for marketing technology, that could affect our websites or our transaction systems and impair the services we provide to our sellers and buyers; our ability to maintain the privacy and security of personal and business information amidst multiplying threat landscapes and in compliance with privacy and data protection regulations globally; the operations of customers, project size and timing of auctions, operating costs, seasonality of our business and general economic conditions; the numerous factors that influence the supply of and demand for used merchandise, equipment and surplus assets, and cause volatility in our stock price; our ability to integrate acquired companies, and execute on anticipated business plans such as the efforts underway with local and state governments to advance legislation that allows for online auctions for foreclosed and tax foreclosed real estate; costs of developing and maintaining our international operations; political, business, economic and other conditions in local, regional and global sectors; the continuing impacts of geopolitical events, including armed conflicts in Ukraine, the conflict between the United States, Israel, and Iran and related geopolitical instability; and impacts from escalating interest rates and inflation on our operations; the supply of, demand for or market values of surplus assets, such as shortages in supply of used vehicles; the numerous government regulations of e-commerce and other services, competition, and restrictive governmental actions, including any failure or perceived failure by us, or third parties with which we do business, to comply with applicable data privacy and security laws, and regulations that are applicable to our auction business; and other risks and uncertainties set forth in the Company’s Annual Report on Form 10-K for the year ended September 30, 2025, and our subsequent quarterly reports, all of which is available on the SEC and Company websites. There may be other factors of which we are currently unaware or which we deem immaterial that may cause our actual results to differ materially from the forward-looking statements.

All forward-looking statements attributable to us or persons acting on our behalf apply only as of the date of this document and are expressly qualified in their entirety by the cautionary statements included in this document. Except as may be required by law, we undertake no obligation to publicly update or revise any forward-looking statement to reflect events or circumstances occurring after the date of this document or to reflect the occurrence of unanticipated events.

About Liquidity Services

Liquidity Services (NASDAQ:LQDT) is the leading global provider of e-commerce marketplaces and software solutions powering the circular economy with over $15 billion in completed transactions to more than six million qualified buyers and 15,000 corporate and government sellers worldwide. The company supports its clients' sustainability efforts by helping them extend the life of assets, prevent unnecessary waste and carbon emissions, and reduce the number of products headed to landfills.

Contact:

Investor Relations

InvestorRelations@LiquidityServices.com

Liquidity Services and Subsidiaries

Unaudited Condensed Consolidated Balance Sheets

(Dollars in Thousands, Except Par Value)

June 30, 2026

September 30, 2025

(Unaudited)

Assets

Current assets:

Cash and cash equivalents

219,751

174,607

Short-term investments

11,348

11,212

Accounts receivable, net of allowance for doubtful accounts of $657 and $777

12,470

11,176

Inventory, net

15,539

14,180

Prepaid taxes and tax refund receivable

1,212

1,757

Prepaid expenses and other current assets

11,180

11,857

Total current assets

271,500

224,789

Property and equipment, net

18,773

18,259

Operating lease assets

11,624

11,499

Intangible assets, net

11,022

13,340

Goodwill

102,794

102,875

Deferred tax assets

536

567

Other assets

3,843

3,772

Total assets

420,092

375,101

Liabilities and stockholders’ equity

Current liabilities:

Accounts payable

60,636

61,454

Accrued expenses and other current liabilities

29,597

30,575

Current portion of operating lease liabilities

4,502

5,071

Deferred revenue

4,849

5,093

Payables to sellers

72,244

59,432

Total current liabilities

171,828

161,625

Operating lease liabilities

9,093

8,723

Other long-term liabilities

3,319

1,511

Total liabilities

184,240

171,859

Commitments and contingencies (Note 13)

Stockholders’ equity:

Common stock, $0.001 par value; 120,000,000 shares authorized; 38,025,125 shares issued and outstanding at June 30, 2026; 37,317,175 shares issued and outstanding at September 30, 2025

Additional paid-in capital

295,026

285,721

Treasury stock, at cost; 6,701,268 shares at June 30, 2026, and 6,640,580 shares at September 30, 2025

(111,635

)

(110,002

)

Accumulated other comprehensive loss

(11,140

)

(10,640

)

Retained earnings

63,563

38,126

Total stockholders’ equity

235,852

203,242

Total liabilities and stockholders’ equity

420,092

375,101

Liquidity Services and Subsidiaries

Unaudited Condensed Consolidated Statements of Operations

(Dollars in Thousands, Except Per Share Data)

Three Months Ended June 30,

Nine Months Ended June 30,

2026

2025

2026

2025

Purchase revenues

81,838

76,517

237,042

237,159

Consignment and other fee revenues

47,740

43,358

134,488

121,422

Total revenue

129,578

119,875

371,530

358,581

Costs and expenses from operations:

Cost of goods sold (excludes depreciation and amortization)

65,742

65,110

194,790

206,220

Technology and operations

19,252

17,275

55,869

51,565

Sales and marketing

17,618

15,694

50,750

44,278

General and administrative

10,141

8,221

28,978

23,596

Depreciation and amortization

2,683

2,657

7,906

7,741

Other operating expenses

700

108

1,073

Total costs and expenses

115,440

109,657

338,401

334,473

Income from operations

14,138

10,218

33,129

24,108

Interest and other income, net

(1,360

)

(1,077

)

(3,558

)

(3,083

)

Income before provision for income taxes

15,498

11,295

36,687

27,191

Provision for income taxes

5,072

3,885

11,250

6,920

Net income

10,426

7,410

25,437

20,271

Basic income per common share

0.33

0.24

0.82

0.66

Diluted income per common share

0.32

0.23

0.78

0.63

Basic weighted average shares outstanding

31,240,396

31,157,183

30,976,586

30,935,882

Diluted weighted average shares outstanding

32,851,019

32,497,238

32,476,795

32,404,183

Liquidity Services and Subsidiaries

Unaudited Condensed Consolidated Statements of Cash Flows

(Dollars in Thousands)

Nine Months Ended June 30,

2026

2025

Operating activities

Net income

25,437

20,271

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

7,906

7,741

Stock compensation expense

15,796

9,522

Inventory adjustment to net realizable value

123

Provision for doubtful accounts

267

199

Deferred tax expense

1,887

1,872

Impairment of long-lived and other non-current assets

—

459

Gain on disposal of property and equipment

)

(19

)

Changes in operating assets and liabilities:

Accounts receivable

(1,330

)

(8,599

)

Inventory

(2,883

)

2,124

Prepaid taxes and tax refund receivable

545

(1,881

)

Prepaid expenses and other assets

469

885

Operating lease assets and liabilities

(371

)

(283

)

Accounts payable

610

(1,787

)

Accrued expenses and other current liabilities

(930

)

(2,733

)

Deferred revenue

(244

)

(62

)

Payables to sellers

12,912

1,027

Other liabilities

)

—

Net cash provided by operating activities

60,191

28,768

Investing activities

Cash paid for business acquisitions, net of cash acquired

—

(6,500

)

Purchases of property and equipment, including capitalized software

(6,178

)

(5,784

)

Purchase of short-term investments

(8,791

)

(16,217

)

Maturities of short-term investments

8,309

7,417

Other investing activities, net

111

203

Net cash used in investing activities

(6,549

)

(20,881

)

Financing activities

Common stock repurchases

(1,513

)

(79

)

Taxes paid associated with net settlement of stock compensation awards

(7,985

)

(5,106

)

Payments of the principal portion of finance lease liabilities

(82

)

(75

)

Proceeds from exercise of stock options, net of tax

1,106

192

Net cash used in financing activities

(8,474

)

(5,068

)

Effect of exchange rate differences on cash and cash equivalents

(24

)

(440

)

Net increase (decrease) in cash and cash equivalents

45,144

2,379

Cash and cash equivalents at beginning of period

174,607

153,226

Cash and cash equivalents at end of period

219,751

155,605

Supplemental disclosure of cash flow information

Cash paid for income taxes, net

8,890

6,960

Non-cash: Common stock surrendered in the exercise of stock options

121

Non-cash: Acquisition consideration paid in common stock

—

945

GRAPHIC

Filename: img36855291_0.jpg · Sequence: 3

Binary file (30559 bytes)

Download img36855291_0.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 6

v3.26.1

Document And Entity Information

Aug. 06, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Aug. 06, 2026

Entity Registrant Name

Liquidity Services, Inc.

Entity Central Index Key

0001235468

Entity Emerging Growth Company

false

Entity File Number

0-51813

Entity Incorporation, State or Country Code

Entity Tax Identification Number

52-2209244

Entity Address, Address Line One

6931 Arlington Road

Entity Address, Address Line Two

Suite 460

Entity Address, City or Town

Bethesda

Entity Address, State or Province

Entity Address, Postal Zip Code

20814

City Area Code

202

Local Phone Number

4676868

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Stock, $0.001 par value

Trading Symbol

LQDT

Security Exchange Name

NASDAQ

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration