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  4. [Form 4] Liquidia Corp Insider Trading Activity

Liquidia Corp (LQDA) CBO Adair sells 13,548 shares from RSUs to pay taxes

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

Rhea-AI Filing Summary

Liquidia Corp Chief Business Officer Jason Adair reported equity award vesting and a related share sale. On January 9, 2026, performance stock units and restricted stock units converted into several blocks of common stock, including 3,906, 2,474 and 15,474 shares, as part of previously granted RSU and PSU awards that vest over multi‑year schedules.

On January 12, 2026, Adair sold 13,548 shares of common stock at $37.43 per share in a transaction carried out under a pre‑arranged Rule 10b5‑1 plan adopted on December 15, 2023. According to the disclosure, these shares were sold to cover taxes tied to the settlement of RSUs and PSUs granted in 2023, 2024 and 2025. After these transactions, Adair directly held 184,174 shares of Liquidia common stock, along with additional unvested RSUs and PSUs.

Positive

  • None.

Negative

  • None.
Insider Adair Jason
Role Chief Business Officer
Sold 13,548 shs ($507K)
Type Security Shares Price Value
Sale Common Stock 13,548 $37.43 $507K
Exercise Performance Stock Units 2,474 $0.00 --
Exercise Performance Stock Units 15,474 $0.00 --
Exercise Common Stock 3,906 $0.00 --
Exercise Common Stock 2,474 $0.00 --
Exercise Common Stock 15,474 $0.00 --
Holdings After Transaction: Common Stock — 184,174 shares (Direct); Performance Stock Units — 19,794 shares (Direct)
Footnotes (1)
  1. Restricted stock units ("RSUs") convert into common stock on a one-for-one basis. On January 11, 2023, the Reporting Person was granted 62,500 RSUs with 25% of the RSUs vesting on January 11, 2024 and the remaining RSUs vesting ratably on a quarterly basis over three years thereafter. Of those RSUs, a total of 46,875 have vested as of the date of this Form 4. Includes (i) 10,937 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 and (iv) 11,586 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan. Performance stock units ("PSUs") convert into common stock on a one-for-one basis. On January 11, 2024, the Reporting Person was granted 39,588 PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2025 and the remaining PSUs shall vest ratably on a quarterly basis over three years thereafter. Of those PSUs, a total of 19,794 have vested as of the date of this Form 4. On January 11, 2025, the Reporting Person was granted 61,895 PSUs which vest upon 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. Of those PSUs, a total of 15,474 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 of common stock 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.
Form 4 Insider Transactions: What Each Field Means →
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).
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)
01/09/2026
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 01/09/2026 M 3,906(2) A (1) 179,774(3) D
Common Stock 01/09/2026 M 2,474(5) A (4) 182,248(3) D
Common Stock 01/09/2026 M 15,474(6) A (4) 197,722(3) D
Common Stock 01/12/2026 S(7) 13,548(8) D $37.43 184,174(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
Performance Stock Units (4) 01/09/2026 M 2,474 (4) (4) Common Stock 2,474 $0 19,794 D
Performance Stock Units (4) 01/09/2026 M 15,474 (4) (4) Common Stock 15,474 $0 46,421 D
Explanation of Responses:
1. Restricted stock units ("RSUs") convert into common stock on a one-for-one basis.
2. On January 11, 2023, the Reporting Person was granted 62,500 RSUs with 25% of the RSUs vesting on January 11, 2024 and the remaining RSUs vesting ratably on a quarterly basis over three years thereafter. Of those RSUs, a total of 46,875 have vested as of the date of this Form 4.
3. Includes (i) 10,937 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 and (iv) 11,586 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan.
4. Performance stock units ("PSUs") convert into common stock on a one-for-one basis.
5. On January 11, 2024, the Reporting Person was granted 39,588 PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2025 and the remaining PSUs shall vest ratably on a quarterly basis over three years thereafter. Of those PSUs, a total of 19,794 have vested as of the date of this Form 4.
6. On January 11, 2025, the Reporting Person was granted 61,895 PSUs which vest upon 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. Of those PSUs, a total of 15,474 have vested as of the date of this Form 4.
7. Transaction effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on December 15, 2023.
8. These shares of common stock 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.
/s/ Jason Adair 01/13/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

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

Liquidia Corp reported that Chief Business Officer Jason Adair had RSUs and PSUs vest into common stock on January 9, 2026 and then sold 13,548 shares of common stock on January 12, 2026.

How many Liquidia (LQDA) shares did Jason Adair sell and at what price?

Jason Adair sold 13,548 shares of Liquidia common stock at a price of $37.43 per share on January 12, 2026.

Why were Jason Adairs Liquidia shares sold in this Form 4 filing?

The filing states that the 13,548 shares of Liquidia common stock were sold to cover taxes associated with the settlement of RSUs and PSUs granted on January 11, 2023, January 11, 2024 and January 11, 2025.

Was the Liquidia (LQDA) share sale by Jason Adair under a Rule 10b5-1 plan?

Yes. The transaction was effected under a Rule 10b5-1 trading plan that Jason Adair adopted on December 15, 2023, as disclosed in the footnotes.

What equity awards are vesting for Jason Adair at Liquidia?

The filing describes time-based vesting of RSUs and PSUs, including grants of 62,500 RSUs on January 11, 2023, 39,588 PSUs on January 11, 2024 and 61,895 PSUs on January 11, 2025, with portions of each grant already vested as of this Form 4.

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

Following the reported transactions, Jason Adair directly owned 184,174 shares of Liquidia common stock, in addition to unvested RSUs and PSUs described in the footnotes.