Roger Jeffs - Jan 11, 2025 Form 4 Insider Report for Liquidia Corp (LQDA)

Role
Chief Executive Officer, Director
Signature
/s/ Roger Jeffs
Stock symbol
LQDA
Transactions as of
Jan 11, 2025
Transactions value $
-$263,201
Form type
4
Date filed
1/14/2025, 04:35 PM
Previous filing
Oct 15, 2024
Next filing
Feb 25, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LQDA Common Stock Award $0 +229K +28.24% $0.00 1.04M Jan 11, 2025 Direct F1, F2, F3
transaction LQDA Common Stock Sale -$263K -22.3K -2.15% $11.78 1.02M Jan 14, 2025 Direct F3, F4, F5
holding LQDA Common Stock 46.6K Jan 11, 2025 See footnote F6
holding LQDA Common Stock 1.54M Jan 11, 2025 See footnote F7

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LQDA Performance Stock Units Award $0 +229K $0.00 229K Jan 11, 2025 Common Stock 229K Direct F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
F2 25% of the RSUs shall vest on January 11, 2026 and the remaining RSUs shall vest ratably on a quarterly basis over three years thereafter.
F3 Includes (i) 144,750 unvested RSUs of the 289,500 RSUs granted to the Reporting Person on January 11, 2023, (ii) 166,003 unvested RSUs of the 221,338 RSUs granted to the Reporting Person on January 11, 2024 and (iii) 8,483 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan.
F4 Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on December 15, 2023.
F5 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 11, 2023 and January 11, 2024.
F6 The securities are held by Roger A. Jeffs Living Trust UAD 2/29/2000 (the "Trust"). The Reporting Person is the trustee of the Trust.
F7 The securities are held by Serendipity BioPharma LLC ("Serendipity"). The Reporting Person is a manager of Serendipity and has sole voting and dispositive power over the Issuer common stock held by Serendipity.
F8 Each performance stock unit ("PSU") converts into one share of the Issuer's common stock.
F9 On January 11, 2025, the Reporting Person was granted 229,327 PSUs. The PSUs shall vest upon the later of (A) the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2026 and the remaining PSUs shall vest ratably on a quarterly basis over three years thereafter, and (B) the first commercial sale of YUTREPIA by the Issuer.