Sec Form 4 Filing - Adair Jason @ Liquidia Corp - 2023-08-31

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Adair Jason
2. Issuer Name and Ticker or Trading Symbol
Liquidia Corp [ LQDA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Business Officer
(Last) (First) (Middle)
419 DAVIS DRIVE, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
08/31/2023
(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 08/31/2023 M 1,562 ( 2 ) A 53,897 ( 3 ) D
Common Stock 08/31/2023 S( 5 ) 445 ( 4 ) D $ 6.88 53,452 ( 3 ) 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
Restricted Stock Unit ( 1 ) 08/31/2023 M 1,562 ( 1 ) ( 1 ) Common Stock 1,562 $ 0 28,452 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Adair Jason
419 DAVIS DRIVE, SUITE 100
MORRISVILLE, NC27560
Chief Business Officer
Signatures
/s/ Jason Adair 09/05/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
( 2 )On January 16, 2022, the Reporting Person was granted 25,000 RSUs with 25% vesting on February 28, 2023, with the remaining RSUs vesting ratably on a quarterly basis over three years thereafter. Of those RSUs, a total of 9,375 have vested through August 31, 2023.
( 3 )Includes (i) 25,000 RSUs granted to the Reporting Person on July 6, 2023, none of which have vested as of the date of this Form 4 and (ii) 1,819 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan on August 31, 2023. Prior to this filing, the Reporting Person had a total of 50,516 securities beneficially owned, not the previously erroneously disclosed number of 58,704 filed per the Reporting Person's Form 4 on July 7, 2023.
( 4 )These shares were sold to cover taxes associated with the settlement of RSUs.
( 5 )Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on June 13, 2022.

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.