STOCK TITAN

Liquidia Corp (LQDA) CEO sells 75K shares under 10b5-1 plan

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

Rhea-AI Filing Summary

Liquidia Corp CEO Roger Jeffs reported open-market stock sales executed under a pre-arranged trading plan. Entities associated with him sold a total of 75,000 shares of Liquidia common stock in three transactions on May 18–20, 2026, at volume-weighted average prices of about $56.77, $58.65, and $61.30 per share.

The shares were held indirectly through a living trust and Serendipity BioPharma LLC, where Jeffs serves as trustee or manager with voting and dispositive power. After these trades, his indirect holdings stood at 1,123,095 shares, and he also continues to hold a substantial direct position and multiple grants of unvested restricted stock units.

Positive

  • None.

Negative

  • None.

Insights

CEO’s 75K-share sales are open-market, pre-planned, and leave a large remaining stake.

Roger Jeffs, CEO of Liquidia Corp, executed three open-market sales totaling 75,000 common shares at prices around $56.77–$61.30. The transactions were made indirectly through entities he controls and were carried out under a Rule 10b5-1 trading plan adopted on November 5, 2025, indicating they were pre-scheduled rather than opportunistic.

Following these sales, Jeffs still holds 1,123,095 shares indirectly, plus a separate direct position and several sizeable unvested RSU grants. Given the scale relative to his remaining ownership and the pre-planned nature of the trades, this filing looks like routine liquidity management rather than a major change in insider sentiment.

Insider JEFFS ROGER
Role Chief Executive Officer
Sold 75,000 shs ($4.42M)
Type Security Shares Price Value
Sale Common Stock 25,000 $61.3019 $1.53M
Sale Common Stock 25,000 $58.6457 $1.47M
Sale Common Stock 25,000 $56.7728 $1.42M
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,123,095 shares (Indirect, See footnote); Common Stock — 1,137,508 shares (Direct, null)
Footnotes (1)
  1. 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. 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 $56.02 to $58.05. 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. Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date for prices ranging from $56.15 to $60.55. 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. Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date for prices ranging from $59.96 to $62.17. 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.
Total shares sold 75,000 shares Open-market sales on May 18–20, 2026
Sale block size 25,000 shares Each of three open-market transactions
VWAP price May 18, 2026 $56.7728 per share Common Stock sale by associated entity
VWAP price May 19, 2026 $58.6457 per share Common Stock sale by associated entity
VWAP price May 20, 2026 $61.3019 per share Common Stock sale by associated entity
Indirect holdings after trades 1,123,095 shares Total indirect common stock following May 20, 2026 sale
Direct common shares 1,137,508 shares Direct ownership line as of May 18, 2026
Largest unvested RSU grant 157,662 RSUs From 229,327 RSUs granted January 11, 2025
Rule 10b5-1 plan regulatory
"Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on November 5, 2025."
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.
restricted stock units ("RSUs") financial
"Includes (i) 54,281 unvested restricted stock units ("RSUs") of the 289,500 RSUs granted..."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
volume weighted average price financial
"Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date..."
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.
dispositive power financial
"The Reporting Person is a manager of Serendipity and has sole voting and dispositive power over the Issuer common stock held by Serendipity."
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Living Trust financial
"The securities are held by Roger A. Jeffs Living Trust UAD 2/29/2000 (the "Trust")."
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)
05/18/2026
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 Stock1,137,508(1)D
Common Stock46,595ISee footnote(2)
Common Stock05/18/2026S(3)25,000D$56.7728(4)1,173,095ISee footnote(5)
Common Stock05/19/2026S(3)25,000D$58.6457(6)1,148,095ISee footnote(5)
Common Stock05/20/2026S(3)25,000D$61.3019(7)1,123,095ISee footnote(5)
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
Explanation of Responses:
1. 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.
2. 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.
3. Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on November 5, 2025.
4. Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date for prices ranging from $56.02 to $58.05. 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.
5. 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.
6. Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date for prices ranging from $56.15 to $60.55. 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.
7. Price is the volume weighted average price of all transactions made by the Reporting Person on the transaction date for prices ranging from $59.96 to $62.17. 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.
/s/ Roger Jeffs05/20/2026
** 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

How many Liquidia (LQDA) shares did CEO Roger Jeffs sell in this Form 4?

Roger Jeffs’ associated entities sold 75,000 Liquidia common shares. The sales occurred in three equal blocks of 25,000 shares each on May 18, 19, and 20, 2026, at volume-weighted average prices between about $56.77 and $61.30 per share.

At what prices did Liquidia (LQDA) CEO Roger Jeffs’ recent stock sales occur?

The 75,000 shares were sold at volume-weighted prices near $56.77–$61.30. Specifically, the reported averages were $56.7728, $58.6457, and $61.3019 per share, with detailed price ranges from roughly $56.02 up to $62.17 disclosed in the footnotes.

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

Yes, the filing states the transactions were made under a Rule 10b5-1 plan. The plan was adopted on November 5, 2025, meaning the sales on May 18–20, 2026, were pre-arranged rather than newly decided at the time of execution.

How many Liquidia (LQDA) shares does CEO Roger Jeffs hold after these sales?

After the reported sales, Jeffs’ indirect holdings total 1,123,095 shares. The Form 4 also shows a separate direct holding line of 1,137,508 shares and multiple grants of unvested restricted stock units, illustrating a substantial remaining ownership stake.

How are the sold Liquidia (LQDA) shares held for CEO Roger Jeffs?

The shares are held indirectly through entities linked to Jeffs. Footnotes explain that some securities are in the Roger A. Jeffs Living Trust and others are held by Serendipity BioPharma LLC, where he has trustee or managerial authority with voting and dispositive power.

What unvested RSUs does Liquidia (LQDA) CEO Roger Jeffs currently have?

The filing lists several unvested RSU grants to Jeffs. These include 54,281, 96,835, and 157,662 unvested RSUs from grants in 2023–2025, plus 115,344 RSUs granted on January 16, 2026, none of which had vested as of this Form 4.