Sec Form 4 Filing - Adair Jason @ Liquidia Corp - 2025-07-11

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)
07/11/2025
(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 07/11/2025 M 3,906 ( 1 ) A 197,086 ( 3 ) D
Common Stock 08/28/2025 S( 4 ) 26,057 D $ 27.8564 ( 6 ) 171,029 ( 3 ) D
Common Stock 08/29/2025 M 1,562 ( 7 ) A 173,431 ( 3 ) D
Common Stock 09/02/2025 S( 5 ) 451 ( 8 ) D $ 29.05 172,980 ( 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 ) 07/11/2025 M 3,906 ( 1 ) ( 1 ) Common Stock 3,906 $ 0 23,438 D
Restricted Stock Unit ( 1 ) 08/29/2025 M 1,562 ( 1 ) ( 1 ) Common Stock 1,562 $ 0 3,125 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 09/02/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On January 11, 2023, the Reporting Person was granted 62,500 restricted stock units ("RSUs") with 25% of the RSUs vesting on January 11, 2024 and the remaining RSUs vesting ratably on a quarterly basis over three years thereafter. Of those RSUs, a total of 39,063 have vested as of the date of this Form 4.
( 2 )RSUs convert into common stock on a one-for-one basis.
( 3 )Includes (i) 14,062 unvested restricted stock units ("RSUs") of the 25,000 RSUs granted to the Reporting Person on July 6, 2023, (ii) 24,742 unvested RSUs of the 39,588 RSUs granted to the Reporting Person on January 11, 2024, (iii) 61,895 RSUs granted to the Reporting Person on January 11, 2025, none of which have vested as of the date of this Form 4 and (iv) 10,746 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan. Prior to this filing, the Reporting Person had (i) 200,116 and 197,540 securities beneficially owned, not the previously erroneously disclosed number of 196,210 and 193,634, respectively, as disclosed in the Reporting Person's Form 4 filed on July 15,2025 in Table I, Column 5 and (ii) 197,086 securities beneficially owned, not the previously erroneously disclosed number of 193,180 as disclosed in the Reporting Person's Form 4 filed on July 30,2025 in Table I, Column 5.
( 4 )Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on May 29, 2025.
( 5 )Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on June 13, 2022.
( 6 )Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date for prices ranging from $27.23 to $28.54. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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 range set forth in this footnote.
( 7 )On January 16, 2022, the Reporting Person was granted 25,000 RSUs with 25% vesting on February 28, 2023 and the remaining RSUs vesting ratably on a quarterly basis over three years thereafter. Of those RSUs, a total of 21,875 have vested as of the date of this Form 4.
( 8 )These shares of common stock were sold to cover taxes associated with the settlement of RSUs that were initially granted to the Reporting Person on January 16, 2022.

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