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Liquidia (NASDAQ: LQDA) CMO sells shares, settles PSUs for taxes

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

Rhea-AI Filing Summary

Liquidia Corp Chief Medical Officer Dr. Rajeev Saggar reported equity award activity and a related share sale. On January 9, 2026, performance stock units (PSUs) converting on a one-for-one basis were settled into 3,531 and 17,945 shares of common stock at an exercise price of $0, increasing his directly held common stock to 198,025 shares. On January 12, 2026, he sold 21,142 shares of common stock at $37.43 per share, leaving 176,883 shares held directly afterward. The footnotes state this sale was effected under a Rule 10b5-1 trading plan adopted on December 15, 2023 and that the shares were sold to cover taxes associated with the settlement of equity awards granted in 2023, 2024 and 2025.

Positive

  • None.

Negative

  • None.
Insider Saggar Rajeev
Role Chief Medical Officer
Sold 21,142 shs ($791K)
Type Security Shares Price Value
Sale Common Stock 21,142 $37.43 $791K
Exercise Performance Stock Units 3,531 $0.00 --
Exercise Performance Stock Units 17,945 $0.00 --
Exercise Common Stock 3,531 $0.00 --
Exercise Common Stock 17,945 $0.00 --
Holdings After Transaction: Common Stock — 176,883 shares (Direct); Performance Stock Units — 28,246 shares (Direct)
Footnotes (1)
  1. Performance stock units ("PSUs") convert into common stock on a one-for-one basis. On January 11, 2024, the Reporting Person was granted 56,492 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 28,246 have vested as of the date of this Form 4. Includes (i) 20,833 unvested restricted stock units ("RSUs") of the 83,333 RSUs granted to the Reporting Person on January 11, 2023, (ii) 28,246 unvested RSUs of the 56,492 RSUs granted to the Reporting Person on January 11, 2024, (iii) 53,835 unvested RSUs of the 71,780 RSUs granted to the Reporting Person on January 11, 2025 and (iv) 2,221 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan. On January 11, 2025, the Reporting Person was granted 71,780 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 17,945 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 that were initially granted to the Reporting Person on January 11, 2023, January 11, 2024 and January 11, 2025.
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*
Saggar Rajeev

(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 Medical 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 3,531(2) A (1) 180,080(3) D
Common Stock 01/09/2026 M 17,945(4) A (1) 198,025(3) D
Common Stock 01/12/2026 S(5) 21,142(6) D $37.43 176,883(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 (1) 01/09/2026 M 3,531 (1) (1) Common Stock 3,531 $0 28,246 D
Performance Stock Units (1) 01/09/2026 M 17,945 (1) (1) Common Stock 17,945 $0 53,835 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 56,492 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 28,246 have vested as of the date of this Form 4.
3. Includes (i) 20,833 unvested restricted stock units ("RSUs") of the 83,333 RSUs granted to the Reporting Person on January 11, 2023, (ii) 28,246 unvested RSUs of the 56,492 RSUs granted to the Reporting Person on January 11, 2024, (iii) 53,835 unvested RSUs of the 71,780 RSUs granted to the Reporting Person on January 11, 2025 and (iv) 2,221 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan.
4. On January 11, 2025, the Reporting Person was granted 71,780 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 17,945 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 that were initially granted to the Reporting Person on January 11, 2023, January 11, 2024 and January 11, 2025.
/s/ Dr. Rajeev Saggar 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.

FAQ

What insider activity did Liquidia (LQDA) report in this Form 4?

The Form 4 reports that Chief Medical Officer Dr. Rajeev Saggar had performance stock units convert into common shares on January 9, 2026 and then sold 21,142 shares of Liquidia common stock on January 12, 2026.

How many Liquidia (LQDA) shares did the CMO sell and at what price?

On January 12, 2026, Dr. Saggar sold 21,142 shares of Liquidia common stock at a price of $37.43 per share.

Why were the Liquidia (LQDA) shares sold by the CMO?

According to the footnotes, the 21,142 shares were sold to cover taxes associated with the settlement of restricted stock units and performance stock units that were initially granted on January 11, 2023, January 11, 2024 and January 11, 2025.

Was the Liquidia (LQDA) CMO’s stock sale part of a Rule 10b5-1 plan?

Yes. The filing states the transaction was effected under a Rule 10b5-1 trading plan adopted by Dr. Saggar on December 15, 2023.

How many Liquidia (LQDA) shares does the CMO hold after these transactions?

After the reported sale on January 12, 2026, Dr. Saggar directly beneficially owns 176,883 shares of Liquidia common stock.

What equity awards for the Liquidia (LQDA) CMO are described in the Form 4 footnotes?

The footnotes describe grants of 56,492 PSUs on January 11, 2024 and 71,780 PSUs on January 11, 2025, each vesting 25% on the first anniversary grant date and the remainder quarterly over three years, as well as unvested restricted stock units and shares acquired under the 2020 Employee Stock Purchase Plan.