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Form 4 Liberty Tax, Inc. For: Sep 19 Filed by: Szajnoga Vanessa M

September 20, 2016 4:49 PM EDT
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Szajnoga Vanessa M
(Last) (First) (Middle)
1716 CORPORATE LANDING PARKWAY
(Street)
VIRGINIA BEACH VA 23454
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Liberty Tax, Inc. [ TAX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President
3. Date of Earliest Transaction (Month/Day/Year)
09/19/2016
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 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
Class A Common Stock 09/19/2016   M (4)   167 A (1) 405 D  
Class A Common Stock 09/19/2016   F   54 (6) D $ 12.62 351 D  
Class A Common Stock 09/19/2016   M (5)   379 A (1) 730 D  
Class A Common Stock 09/19/2016   F   123 (7) D $ 12.62 607 D  
Class A Common Stock               708.40 (8) I By 401(k) plan
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 09/19/2016   M     167   (2)   (2) Class A Common Stock 167 $ 0 167 D  
Restricted Stock Units (1) 09/19/2016   M     379   (3)   (3) Class A Common Stock 379 $ 0 758 D  
Explanation of Responses:
1. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock.
2. This restricted stock unit award was granted on September 19, 2014 and each year for three years one-third of the restricted stock units shall become vested provided that the Employee is in the employ of the Company at the time of vesting. One-third of the restricted stock units vested on September 19, 2016.
3. The restricted stock unit award was granted on September 18, 2015 and each year for three years one-third of the restricted stock units shall become vested provided that the Employee is in the employ of the Company at the time of vesting. One-third of the restricted stock units vested on September 18, 2016.
4. Represents the conversion upon vesting of restricted stock units into Class A Common Stock. On September 19, 2014, the reporting person was granted 501 restricted stock units, of which one-third of the shares subject to the restricted stock units vested on September 19, 2016.
5. Represents the conversion upon vesting of restricted stock units into Class A Common Stock. On September 18, 2015, the reporting person was granted 1137 restricted stock units, of which one-third of the shares subject to the restricted stock units vested on September 18, 2016.
6. Reflects 54 shares withheld by Issuer at market price of $12.62 per share to fund the payment of taxes for the conversion.
7. Reflects 123 shares withheld by Issuer at market price of $12.62 per share to fund the payment of taxes for the conversion.
8. Reflects the shares of Class A Common Stock held through the Company 401(k) plan. The reporting person's holdings in the Company 401(k) plan have fluctuated and the reported holdings are based on the reporting person's 401(k) plan statement as of September 20, 2016.
Vanessa M. Szajnoga 09/20/2016
** 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.

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