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[Form 4] Liquidia Corp Insider Trading Activity

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

Rhea-AI Filing Summary

Liquidia Corp director Paul B. Manning reported an internal reallocation of his Liquidia common stock on February 11, 2026. He withdrew 55,116 shares from the PBM 2024 Grantor Retained Annuity Trust in exchange for cash, moving those shares from indirect to direct ownership.

After this change in form of beneficial ownership, he directly holds 469,583 shares, with additional holdings reported jointly with his spouse and through several entities and trusts, including BKB Growth Investments, PBM Capital Finance, PD Joint Holdings, and the PBM 2000 Trust.

Positive

  • None.

Negative

  • None.
SEC Form 4
FORM 4 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
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).
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*
Manning Paul B

(Last) (First) (Middle)
200 GARRETT STREET, SUITE S

(Street)
CHARLOTTESVILLE VA 22902

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Liquidia Corp [ LQDA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 02/11/2026 J(1) 55,116 D $42.63 0 I See footnote(2)
Common Stock 02/11/2026 J(1) 55,116 A $42.63 469,583(1)(3) D
Common Stock 3,131,794 D(4)
Common Stock 816,311 I See footnote(5)
Common Stock 435,674 I See footnote(6)
Common Stock 198,413 I See footnote(7)
Common Stock 898,335 I See footnote(8)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The Reporting Person withdrew 55,116 shares of the Issuer from PBM 2024 Grantor Retained Annuity Trust (the "PBM 2024 GRAT"), a grantor retained annuity trust, in exchange for cash. The withdrawal of shares resulted in a decrease in the number of shares the Reporting Person beneficially owns indirectly through PBM 2024 GRAT and a corresponding increase in the number of shares the Reporting Person beneficially owns directly. This withdrawal of shares constitutes a change in form of beneficial ownership of the shares, exempted by Rule 16a-13 under the Securities Exchange Act of 1934.
2. The shares are held directly by the PBM 2024 GRAT. The Reporting Person is the trustee of the PBM 2024 GRAT and has sole voting and investment power with respect to the shares held by the PBM 2024 GRAT.
3. Includes 375,712 shares distributed to the Reporting Person in satisfaction of annuity obligation from the PBM 2024 GRAT.
4. The shares are held by Reporting Person jointly with his spouse.
5. The securities are held by BKB Growth Investments, LLC ("BKB"). The Reporting Person is a co-manager of Tiger Lily Capital, LLC ("Tiger Lily"), the manager of BKB, and has shared voting and investment power with respect to the shares held by BKB.
6. The securities are held by PBM Capital Finance, LLC ("PBM"). The Reporting Person is the manager and sole beneficial owner of PBM.
7. The securities are held by PD Joint Holdings, LLC Series 2016-A ("PD"). The Reporting Person is a co-manager of Tiger Lily, the manager of PD, and has shared voting and investment power with respect to the shares held by PD.
8. The shares are held directly by the Paul B. Manning Revocable Trust (the "PBM 2000 Trust"). The Reporting Person is the trustee of the PBM 2000 Trust and has sole voting and investment power with respect to the shares held by the PBM 2000 Trust.
/s/ Paul B. Manning 02/12/2026
** Signature of Reporting Person Date
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.

FAQ

What insider transaction did Liquidia (LQDA) director Paul B. Manning report?

Paul B. Manning reported a reallocation of 55,116 Liquidia common shares on February 11, 2026. The shares were withdrawn from the PBM 2024 Grantor Retained Annuity Trust in exchange for cash, shifting his ownership from indirect to direct without indicating an open-market purchase or sale.

How many Liquidia shares did Paul B. Manning move between accounts in this Form 4?

He moved 55,116 Liquidia common shares from the PBM 2024 Grantor Retained Annuity Trust to his direct holdings. This trust-related withdrawal is characterized as a change in the form of beneficial ownership rather than a traditional market trade under Rule 16a-13.

How many Liquidia (LQDA) shares does Paul B. Manning hold directly after the Form 4 change?

Following the reported change, Paul B. Manning directly owns 469,583 Liquidia common shares. The filing also lists additional shares held jointly with his spouse and through several entities and trusts, reflecting a mix of direct and indirect beneficial ownership positions.

What is the PBM 2024 Grantor Retained Annuity Trust mentioned in the Liquidia Form 4?

The PBM 2024 Grantor Retained Annuity Trust is a grantor retained annuity trust that held Liquidia shares for Paul B. Manning. As trustee, he had sole voting and investment power. The Form 4 reports a withdrawal of 55,116 shares from this trust in exchange for cash.

Does the Liquidia Form 4 show an open-market buy or sell by Paul B. Manning?

The Form 4 uses transaction code J and describes a change in the form of beneficial ownership. It documents shares withdrawn from the PBM 2024 Grantor Retained Annuity Trust into direct ownership, exempt under Rule 16a-13, rather than a standard open-market purchase or sale.

Which entities hold Liquidia shares associated with Paul B. Manning in this filing?

The filing shows Liquidia shares held jointly with his spouse and through several entities and trusts. These include BKB Growth Investments, PBM Capital Finance, PD Joint Holdings Series 2016-A, and the Paul B. Manning Revocable Trust, over which he has various voting and investment powers.
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