Liquidia (NASDAQ: LQDA) CBO sells shares to cover RSU taxes

Rhea-AI Filing Summary

Liquidia Corp’s Chief Business Officer Jason Adair reported a mix of stock transactions. On March 2, 2026, he sold 689 shares of common stock in an open-market transaction at $30.58 per share, under a Rule 10b5-1 trading plan adopted on June 13, 2022. The shares sold were used to cover taxes tied to vested restricted stock units (RSUs) originally granted on January 16, 2022.

On February 27, 2026, RSUs converted one-for-one into 1,562 shares of common stock. After these transactions, Adair directly held 212,479 common shares, which include multiple blocks of unvested RSUs from prior grants and 12,023 shares acquired under the company’s 2020 Employee Stock Purchase Plan.

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

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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^*

Adair Jason

(Last) (First) (Middle)

419 DAVIS DRIVE, SUITE 100

(Street)

MORRISVILLE NC 27560

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Business Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		M		1,562(2)	A	(1)	213,168(3)	D
Common Stock	03/02/2026		S(4)		689(5)	D	$30.58	212,479(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 (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
Restricted Stock Units	(1)	02/27/2026		M			1,562	(1)	(1)	Common Stock	1,562	$0	0	D

Explanation of Responses:

1. Restricted stock units ("RSUs") convert into common stock on a one-for-one basis.

2. On January 16, 2022, the Reporting Person was granted 25,000 RSUs with 25% of the RSUs 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 25,000 have vested as of the date of this Form 4.

3. Includes (i) 9,375 unvested RSUs of the 25,000 RSUs granted to the Reporting Person on July 6, 2023, (ii) 19,794 unvested RSUs of the 39,588 RSUs granted to the Reporting Person on January 11, 2024, (iii) 46,421 unvested RSUs of the 61,895 RSUs granted to the Reporting Person on January 11, 2025, (iv) 27,683 RSUs granted to the Reporting Person on January 16, 2026, none of which have vested as of the date of this Form 4 and (v) 12,023 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan.

4. Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on June 13, 2022.

5. 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.

	/s/ Jason Adair	03/03/2026
	** 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.
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FAQ

What insider transactions did Liquidia (LQDA) report for Jason Adair?

Liquidia reported that Chief Business Officer Jason Adair sold 689 common shares at $30.58 on March 2, 2026 and had 1,562 RSUs convert into common stock on February 27, 2026. These actions were part of his ongoing equity compensation activity.

Was Jason Adair’s Liquidia (LQDA) stock sale under a 10b5-1 plan?

Yes. The 689-share sale on March 2, 2026 was effected under a Rule 10b5-1 trading plan that Adair adopted on June 13, 2022. Such plans pre-schedule trades, helping separate personal trading decisions from material nonpublic information.

Why did Liquidia’s Chief Business Officer sell 689 shares?

The 689 Liquidia shares were sold specifically to cover taxes associated with the settlement of restricted stock units granted on January 16, 2022. This is a common practice when equity awards vest and generate taxable income for the executive.

How many Liquidia (LQDA) shares does Jason Adair own after these transactions?

Following the reported transactions, Jason Adair directly holds 212,479 shares of Liquidia common stock. This figure includes shares from vested RSUs, several tranches of unvested RSUs, and 12,023 shares acquired through the company’s 2020 Employee Stock Purchase Plan.

What RSU activity did Liquidia (LQDA) disclose for Jason Adair?

Liquidia disclosed that 1,562 RSUs converted into common stock on February 27, 2026, at a one-for-one rate. The company also noted prior grants from 2022, 2023, 2024, 2025, and 2026, with portions already vested and others remaining unvested as of the filing date.

How many RSUs from the 2022 Liquidia grant have vested for Jason Adair?

From the 25,000 RSUs granted on January 16, 2022, all 25,000 have vested as of the Form 4 date. The vesting schedule provided for 25% vesting on February 28, 2023, with the remainder vesting quarterly over the following three years.