Sec Form 4 Filing - Adair Jason @ Liquidia Corp - 2024-03-15

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
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)
03/15/2024
(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 03/15/2024 M 15,625 ( 3 ) A 113,037 ( 4 ) D
Common Stock 03/18/2024 M 260 ( 2 ) A 113,297 ( 4 ) D
Common Stock 03/18/2024 S( 5 ) 4,581 ( 6 ) D $ 15.82 108,716 ( 4 ) D
Common Stock 03/18/2024 S( 7 ) 76 ( 8 ) D $ 15.5 108,640 ( 4 ) 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 ) 03/15/2024 M 15,625 ( 1 ) ( 1 ) Common Stock 15,625 $ 0 46,875 D
Restricted Stock Unit ( 1 ) 03/18/2024 M 260 ( 1 ) ( 1 ) Common Stock 260 $ 0 0 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 03/19/2024
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 11, 2023, the Reporting Person was granted 62,500 RSUs with 25% of the RSUs vesting on the one-year anniversary of the date of grant and the remaining RSUs vesting ratably on a quarterly basis over three years thereafter. Of those RSUs, a total of 15,625 have vested through March 15, 2024.
( 3 )On March 18, 2020, the Reporting Person was granted 4,167 RSUs and such RSUs have fully vested as of March 18, 2024.
( 4 )Includes (i) 39,588 RSUs granted to the Reporting Person on January 11, 2024, none of which have vested as of the date of this Form 4, (ii) 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 (iii) 8,059 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan.
( 5 )These shares were sold to cover taxes associated with the settlement of RSUs that were initially granted to the Reporting Person on January 11, 2023.
( 6 )Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on December 15, 2023.
( 7 )These shares were sold to cover taxes associated with the settlement of RSUs that were initially granted to the Reporting Person on March 18, 2020.
( 8 )Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on December 4, 2020.

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).

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