Liquidity Services Inc 2025年度报告

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549FORM 10-K Delaware(State or other jurisdiction ofincorporation or organization)6931 Arlington Road, Suite 460, Bethesda, MD.(Address of principal executive offices) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or forsuch shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter)during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See thedefinitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. 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 accountingstandards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executiveofficers during the relevant recovery period pursuant to § 240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesNoAggregate market value of the Common Stock held by non-affiliates computed by reference to the Nasdaq closing price on March 31, 2025, the last business day of the most recently completedsecond fiscal quarter, was $733.9 million.The number of shares of Common Stock outstanding as of November 17, 2025 was 30,639,767. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's Proxy Statement relating to its 2026 Annual Meeting of Stockholders, to be filed subsequently, areincorporated by reference into Part III (Items 10, 11, 12, 13 and 14)of this Form 10-K. INDEXTABLE OF CONTENTSItemDescriptionPagePART I1Business31A.Risk Factors401B.Unresolved Staff Comments381C.Cybersecurity382Properties403Legal Proceedings404Mine Safety Disclosures40PART II5Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities416[Reserved]437Management's Discussion and Analysis of Financial Condition and Results of Operations447A.Quantitative and Qualitative Disclosures about Market Risk598Financial Statements and Supplementary Data599Changes in and Disagreements with Accountants on Accounting and Financial Disclosure599A.Controls and Procedures599B.Other Information639C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections63PART III10Directors, Executive Officers and Corporate Governance6411Executive Compensation6412Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters6413Certain Relationships and Related Transactions, and Director Independence6414Principal Accountant Fees and Services64PART IV15Exhibits and Financial Statement Schedules6516Form 10-K Summary104Signatures105 Unless the context requires otherwise, references in this report to "we," "us," "our", the "Company" and "Liquidity Services" refer to Liquidity Services,Inc. and its subsidiaries. Item 1. Business. Overview Liquidity Services, Inc. (Liquidity Services, the Company) is the leading global provider of e-commerce marketplaces and software solutions powering thecircular economy. We create a better future for organizations, individuals, and the planet by using technology to capture and unleash the intrinsic value ofsurplus. We connect millions of buyers and thousands of sellers through our leading e-commerce auction marketplaces, search engines, asset managementand auction software, and related services. Our comprehensive solutions enable the transparent, efficient, sustainable recovery of value from excess itemsowned by business and government sellers. Our business delivers value to sh