Liquidia (NASDAQ: LQDA) GC sells 27,289 shares after PSU vesting

Rhea-AI Filing Summary

Liquidia Corp (LQDA) General Counsel Russell Schundler reported equity award vesting and a related share sale. On January 9, 2026, performance stock units converted into 3,759 and 25,636 shares of common stock at an exercise price of $0 per share, increasing his directly held common stock to 606,683 shares. On January 12, 2026, he sold 27,289 shares of common stock at $37.43 per share under a Rule 10b5-1 trading plan adopted on December 15, 2023, primarily to cover taxes tied to RSU and PSU settlements, leaving 579,394 shares held directly. The filing also notes an additional 14,500 shares held indirectly by his spouse, for which he disclaims beneficial ownership except to the extent of any pecuniary interest.

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^*

Schundler Russell

(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)
	General Counsel

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		3,759(2)	A	(1)	581,047(3)	D
Common Stock	01/09/2026		M		25,636(4)	A	(1)	606,683(3)	D
Common Stock	01/12/2026		S(5)		27,289(6)	D	$37.43	579,394(3)	D
Common Stock								14,500(7)	I	By Spouse

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	(1)	01/09/2026		M			3,759	(1)	(1)	Common Stock	3,759	$0	30,067	D
Performance Stock Units	(1)	01/09/2026		M			25,636	(1)	(1)	Common Stock	25,636	$0	76,907	D

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 60,135 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 30,068 have vested as of the date of this Form 4.

3. Includes (i) 26,042 unvested restricted stock units ("RSUs") of the 104,167 RSUs granted to the Reporting Person on January 11, 2023, (ii) 55,067 unvested RSUs of the 110,135 RSUs granted to the Reporting Person on January 11, 2024, (iii) 76,907 unvested RSUS of the 102,543 RSUs granted to the Reporting Person on January 11, 2025 and (iv) 11,869 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan.

4. On January 11, 2025, the Reporting Person was granted 102,543 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 25,636 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 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.

7. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.

	/s/ Russell Schundler	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).
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FAQ

Who is the insider in the Liquidia Corp (LQDA) Form 4 filing?

The insider is Russell Schundler, who serves as General Counsel of Liquidia Corp and is reporting transactions in the company’s common stock and performance stock units.

How many Liquidia (LQDA) shares did Russell Schundler sell and at what price?

On January 12, 2026, Russell Schundler sold 27,289 shares of Liquidia common stock at a price of $37.43 per share, as disclosed in the Form 4.

What equity awards vested for Liquidia (LQDA) General Counsel Russell Schundler?

On January 9, 2026, performance stock units converted on a one-for-one basis into 3,759 and 25,636 shares of Liquidia common stock, at an exercise price of $0 per share.

Was the Liquidia (LQDA) insider sale under a Rule 10b5-1 trading plan?

Yes. The Form 4 states that the sale of 27,289 Liquidia shares was effected pursuant to a Rule 10b5-1 plan adopted by Russell Schundler on December 15, 2023.

Why were some of Russell Schundler’s Liquidia (LQDA) shares sold?

The Form 4 explains that the 27,289 shares of 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.

How many Liquidia (LQDA) shares does Russell Schundler hold after these transactions?

Following the reported transactions, Russell Schundler holds 579,394 shares of Liquidia common stock directly. The filing also notes 14,500 shares held indirectly by his spouse, for which he disclaims beneficial ownership except for any pecuniary interest.

What other equity awards in Liquidia (LQDA) are mentioned for Russell Schundler?

The Form 4 notes unvested restricted stock units (RSUs) and additional unvested performance stock units (PSUs) from prior grants, as well as 11,869 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan, which are included in his beneficial ownership.