Sec Form 4 Filing - GORDON KEVIN K @ Liquidia Technologies Inc - 2019-01-22

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
GORDON KEVIN K
2. Issuer Name and Ticker or Trading Symbol
Liquidia Technologies Inc [ LQDA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CFO
(Last) (First) (Middle)
419 DAVIS DRIVE, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
01/22/2019
(Street)
MORRISVILLE, NC27560
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 01/22/2019 S( 1 ) 2,967 D $ 14.14 ( 2 ) 171,563 ( 3 ) ( 4 ) D
Common Stock 01/22/2019 S( 1 ) 8,355 D $ 14.84 ( 5 ) 163,208 ( 6 ) ( 7 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GORDON KEVIN K
419 DAVIS DRIVE, SUITE 100
MORRISVILLE, NC27560
President and CFO
Signatures
/s/ Michael A. Goldstein, as attorney-in-fact for Kevin Gordon 01/24/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 8, 2018.
( 2 )The price in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $13.75 to $14.36, inclusive. The reporting person undertakes to provide to Liquidia Technologies, Inc., any holder of Liquidia Technologies, Inc. stock or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 2 to this Form 4.
( 3 )Includes (i) 28,927 former restricted stock units ("RSUs") which settled into common stock on January 22, 2019 on a net basis following the sales of an aggregate of 2,967 shares of common stock to cover estimated taxes, transaction costs and fees associated with the vesting event, (ii) 95,682 remaining RSUs granted on January 22, 2018, which shall be settled into common stock in 36 equal monthly installments commencing January 22, 2019, subject to Mr. Gordon's continuous service as of each such date; (iii) 41,084 RSUs granted on July 25, 2018, which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on July 25, 2019, with the remainder vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date; and
( 4 )(iv) 5,870 RSUs granted on October 12, 2018 which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on August 14, 2019, with the remaining 75% of such RSUs vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date.
( 5 )The price in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $14.50 to $15.39, inclusive. The reporting person undertakes to provide to Liquidia Technologies, Inc., any holder of Liquidia Technologies, Inc. stock or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 5 to this Form 4.
( 6 )Includes (i) 20,572 former RSUs which settled into common stock on January 22, 2019 on a net basis following the sales of an aggregate of 11,322 shares of common stock (inclusive of the 2,967 shares which were sold as described in footnote 3) to cover estimated taxes, transaction costs and fees associated with the vesting event, (ii) 95,682 remaining RSUs granted on January 22, 2018, which shall be settled into common stock in 36 equal monthly installments commencing January 22, 2019, subject to Mr. Gordon's continuous service as of each such date; (iii) 41,084 RSUs granted on July 25, 2018, which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on July 25, 2019, with the remainder vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date; and
( 7 )(iv) 5,870 RSUs granted on October 12, 2018 which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on August 14, 2019, with the remaining 75% of such RSUs vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date.

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