STOCK TITAN

Liquidia (LQDA) CEO sells 54,177 shares after PSU conversions

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Liquidia Corp Chief Executive Officer Roger Jeffs reported a mix of equity vesting and share sales. He exercised performance stock units that converted into 28,167 shares of common stock at a conversion price of $0.00 per share, reflecting compensation-based awards rather than market purchases.

On the same date, 21,433 common shares were sold at a volume-weighted average price of $40.1193 per share through Serendipity BioPharma LLC, which Jeffs manages, with sole voting and dispositive power. A footnote states these shares were sold to cover taxes on vested RSUs and PSUs pursuant to a Rule 10b5-1 plan. Separately, he later sold 32,744 directly held shares at $38.37 per share under another Rule 10b5-1 trading plan and continued to hold 1,137,599 common shares directly afterward.

Positive

  • None.

Negative

  • None.
Insider JEFFS ROGER
Role Chief Executive Officer
Sold 54,177 shs ($2.12M)
Type Security Shares Price Value
Sale Common Stock 32,744 $38.37 $1.26M
Exercise Performance Stock Units 13,834 $0.00 --
Exercise Performance Stock Units 14,333 $0.00 --
Exercise Common Stock 13,834 $0.00 --
Exercise Common Stock 14,333 $0.00 --
Sale Common Stock 21,433 $40.1193 $860K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,137,599 shares (Direct); Performance Stock Units — 96,835 shares (Direct); Common Stock — 1,495,234 shares (Indirect, See footnote)
Footnotes (1)
  1. Performance stock units ("PSUs") convert into common stock on a one-for-one basis. On January 11, 2024, the Reporting Person was granted 221,338 PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2025 and the remaining PSUs vesting ratably on a quarterly basis over three years thereafter. Of those PSUs, a total of 124,503 have vested as of the date of this Form 4. Includes (i) 54,281 unvested restricted stock units ("RSUs") of the 289,500 RSUs granted to the Reporting Person on January 11, 2023, (ii) 96,835 unvested RSUs of the 221,338 RSUs granted to the Reporting Person on January 11, 2024, (iii) 157,662 unvested RSUs of the 229,327 RSUs granted to the Reporting Person on January 11, 2025 and (iv) 115,344 RSUs granted to the Reporting Person on January 16, 2026, none of which have vested as of the date of this Form 4. On January 11, 2025, the Reporting Person was granted 229,327 PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2026 and the remaining PSUs vesting ratably on a quarterly basis over three years thereafter. Of those PSUs, a total of 71,665 have vested as of the date of this Form 4. Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on December 15, 2023. These shares were sold to cover taxes associated with the settlement of RSUs and PSUs that were initially granted to the Reporting Person on January 11, 2023, January 11, 2024 and January 11, 2025. 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. Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on November 5, 2025. Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date for prices ranging from $40.00 to $40.55. 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. 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.
Total shares sold 54,177 shares Net sell shares across reported transactions
Direct sale price $38.37 per share 32,744 directly held shares sold on 2026-04-13
Indirect sale VWAP $40.1193 per share 21,433 shares sold via Serendipity BioPharma LLC on 2026-04-10
PSUs converted 28,167 units Performance stock units exercised into common stock on 2026-04-10
Direct holdings after sale 1,137,599 shares Directly held Liquidia common stock after 2026-04-13 sale
Exercise price for PSUs $0.00 per share Conversion price on performance stock unit exercises
Performance stock units financial
"Performance stock units ("PSUs") convert into common stock on a one-for-one basis."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
restricted stock units financial
"Includes (i) 54,281 unvested restricted stock units ("RSUs") of the 289,500 RSUs granted..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Rule 10b5-1 plan financial
"Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person..."
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
volume weighted average price financial
"Price is the volume weighted average price of all transactions made by the Reporting Person..."
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
vesting schedule financial
"PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest..."
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a 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). See Instruction 10.
1. Name and Address of Reporting Person*
JEFFS ROGER

(Last)(First)(Middle)
419 DAVIS DRIVE, SUITE 100

(Street)
MORRISVILLE NORTH CAROLINA 27560

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Liquidia Corp [ LQDA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)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)
CodeVAmount(A) or (D)Price
Common Stock04/10/2026M13,834(2)A(1)1,156,010(3)D
Common Stock04/10/2026M14,333(4)A(1)1,170,343(3)D
Common Stock04/13/2026S(5)32,744(6)D$38.371,137,599(3)D
Common Stock46,595ISee footnote(7)
Common Stock04/10/2026S(8)21,433D$40.1193(9)1,495,234ISee footnote(10)
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 (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)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 (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock Units(1)04/10/2026M13,834 (1) (1)Common Stock13,834$096,835D
Performance Stock Units(1)04/10/2026M14,333 (1) (1)Common Stock14,333$0157,662D
Explanation of Responses:
1. Performance stock units ("PSUs") convert into common stock on a one-for-one basis.
2. On January 11, 2024, the Reporting Person was granted 221,338 PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2025 and the remaining PSUs vesting ratably on a quarterly basis over three years thereafter. Of those PSUs, a total of 124,503 have vested as of the date of this Form 4.
3. Includes (i) 54,281 unvested restricted stock units ("RSUs") of the 289,500 RSUs granted to the Reporting Person on January 11, 2023, (ii) 96,835 unvested RSUs of the 221,338 RSUs granted to the Reporting Person on January 11, 2024, (iii) 157,662 unvested RSUs of the 229,327 RSUs granted to the Reporting Person on January 11, 2025 and (iv) 115,344 RSUs granted to the Reporting Person on January 16, 2026, none of which have vested as of the date of this Form 4.
4. On January 11, 2025, the Reporting Person was granted 229,327 PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2026 and the remaining PSUs vesting ratably on a quarterly basis over three years thereafter. Of those PSUs, a total of 71,665 have vested as of the date of this Form 4.
5. Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on December 15, 2023.
6. These shares were sold to cover taxes associated with the settlement of RSUs and PSUs that were initially granted to the Reporting Person on January 11, 2023, January 11, 2024 and January 11, 2025.
7. 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.
8. Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on November 5, 2025.
9. Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date for prices ranging from $40.00 to $40.55. 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.
10. 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.
/s/ Roger Jeffs04/14/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Liquidia (LQDA) CEO Roger Jeffs report?

Roger Jeffs reported exercising performance stock units into 28,167 Liquidia common shares and selling a total of 54,177 shares. The sales included 21,433 shares via an LLC and 32,744 directly held shares, all disclosed as open-market transactions.

At what prices did the Liquidia (LQDA) CEO sell his shares?

Jeffs reported selling 21,433 Liquidia shares at a volume-weighted average price of $40.1193 and 32,744 directly held shares at $38.37 per share. These prices reflect the reported execution levels for the open-market sales on the respective transaction dates.

Were Roger Jeffs’ Liquidia (LQDA) share sales under a Rule 10b5-1 plan?

Yes. Footnotes state the sales were effected pursuant to Rule 10b5-1 trading plans adopted on December 15, 2023 and November 5, 2025. Such pre-arranged plans automate trading, indicating the timing was scheduled rather than discretionary.

Did the Liquidia (LQDA) CEO sell shares to cover tax obligations?

Yes. A footnote explains certain shares were sold to cover taxes associated with the settlement of previously granted RSUs and PSUs. This indicates part of the selling activity was driven by tax withholding needs on equity compensation rather than purely discretionary liquidation.

How many Liquidia (LQDA) shares does the CEO still hold directly after these trades?

After the latest direct sale of 32,744 shares at $38.37 per share, Jeffs’ directly held Liquidia common stock position was reported as 1,137,599 shares. This figure comes from the post-transaction ownership line tied to that specific direct sale.