LQDA Form 4: Director Paul Manning Sells Large Blocks of Stock

Rhea-AI Filing Summary

Paul B. Manning, a director of Liquidia Corp (LQDA), reported multiple sales of Common Stock in late August and early September 2025. The Form 4 shows sales on 08/28/2025 (154,337 shares at a weighted average $27.94), 08/29/2025 (188,232 shares at $27.62 weighted average), and two sales on 09/02/2025 (254,038 shares at $28.67 weighted average and 74,230 shares at $29.14 weighted average). The filing lists several holdings held indirectly through trusts and entities (including PBM 2024 GRAT, PBM 2000 Trust, BKB Growth Investments, PBM Capital Finance, and PD Joint Holdings) and notes 3,131,794 shares disposed of in total on one line and various indirect ownership amounts disclosed in footnotes.

Positive

• None.

Negative

• Material insider dispositions: Multiple large sales totaling several hundred thousand shares on 08/28/2025, 08/29/2025 and 09/02/2025 are reported.
• Reduction in direct ownership: Reported disposals include 154,337; 188,232; 254,038; and 74,230 shares on listed dates, reducing direct holdings.
• No stated 10b5-1 plan indication for these transactions: The filing does not check the box indicating the transactions were made pursuant to a Rule 10b5-1 trading plan.

Insights

Securities Analyst

TL;DR: Director Paul Manning sold large blocks of LQDA shares across several dates, reducing his direct holdings while retaining indirect positions.

The Form 4 documents material insider sales: 154,337 shares sold on 08/28/2025 at a weighted average $27.94, 188,232 shares on 08/29/2025 at $27.62 weighted average, and combined 328,268 shares on 09/02/2025 at weighted averages of $28.67 and $29.14. The filing clarifies substantial indirect holdings remain via multiple trusts and entities where Manning has voting or investment power. From a market-impact perspective, the sales are explicit and significant in size but the filing does not state the reasons for the dispositions, any planned schedule, or any Rule 10b5-1 plan invocation for these specific transactions.

Corporate Governance Expert

TL;DR: Multiple disclosed sales by a director are significant for transparency; the filing documents ownership through trusts and managed entities.

The disclosure properly identifies the reporting person as a director and provides detailed footnotes on indirect ownership structures: PBM 2024 GRAT (trustee with sole power), PBM 2000 Trust (trustee with sole power), BKB and PD entities (shared power via Tiger Lily Capital), and PBM Capital Finance (manager/owner). The Form 4 includes weighted-average price ranges for the transactions and a signature dated 09/02/2025, meeting Form 4 reporting requirements. The filing does not include an explicit affirmative-defense 10b5-1 box checked for the reported transactions.

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).

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^*

Manning Paul B

(Last) (First) (Middle)

200 GARRETT STREET, SUITE S

(Street)

CHARLOTTESVILLE VA 22902

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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	08/28/2025		S		154,337	D	$27.94(1)	947,328	I	See footnote(2)
Common Stock	08/29/2025		S		188,232	D	$27.62(3)	759,096	I	See footnote(2)
Common Stock	09/02/2025		S		254,038	D	$28.67(4)	505,058	I	See footnote(2)
Common Stock	09/02/2025		S		74,230	D	$29.14(5)	430,828	I	See footnote(2)
Common Stock								816,311	I	See footnote(6)
Common Stock								435,674	I	See footnote(7)
Common Stock								198,413	I	See footnote(8)
Common Stock								898,335	I	See footnote(9)
Common Stock								38,755	D
Common Stock								3,131,794	D(10)

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

Explanation of Responses:

1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.50 to $28.34 inclusive. 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 ranges set forth in footnotes (1), (3), (4) and (5).

2. The shares are held directly by the PBM 2024 Grantor Retained Annuity Trust (the "PBM 2024 GRAT"). The Reporting Person is the trustee of the PBM 2024 GRAT and has sole voting and investment power with respect to the shares held by the PBM 2024 GRAT.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.50 to $27.77 inclusive.

4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.08 to $29.065 inclusive.

5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.07 to $29.25 inclusive.

6. The securities are held by BKB Growth Investments, LLC ("BKB"). The Reporting Person is a co-manager of Tiger Lily Capital, LLC ("Tiger Lily"), the manager of BKB, and has shared voting and investment power with respect to the shares held by BKB.

7. The securities are held by PBM Capital Finance, LLC ("PBM"). The Reporting Person is the manager and sole beneficial owner of PBM.

8. The securities are held by PD Joint Holdings, LLC Series 2016-A ("PD"). The Reporting Person is a co-manager of Tiger Lily, the manager of PD, and has shared voting and investment power with respect to the shares held by PD.

9. The shares are held directly by the Paul B. Manning Revocable Trust (the "PBM 2000 Trust"). The Reporting Person is the trustee of the PBM 2000 Trust and has sole voting and investment power with respect to the shares held by the PBM 2000 Trust.

10. The shares are held by Reporting Person jointly with his spouse.

	/s/ Paul B. Manning	09/02/2025
	** 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 transactions did Paul B. Manning report for LQDA?

He reported sales on 08/28/2025 (154,337 shares at $27.94 weighted average), 08/29/2025 (188,232 shares at $27.62 weighted average), and 09/02/2025 (254,038 and 74,230 shares at $28.67 and $29.14 weighted averages).

Does the Form 4 show indirect holdings for Paul B. Manning in LQDA?

Yes. The filing discloses indirect holdings through PBM 2024 GRAT, PBM 2000 Trust, BKB Growth Investments, PBM Capital Finance, and PD Joint Holdings with described voting or investment powers.

How many shares were listed as disposed of jointly with his spouse?

The filing indicates 3,131,794 shares are held jointly with his spouse as noted in footnote (10) and related lines.

Are price ranges for the sales provided in the filing?

Yes. Footnotes list weighted-average price ranges for the reported sales: 08/28/2025 $27.50–$28.34; 08/29/2025 $27.50–$27.77; 09/02/2025 $28.08–$29.065 and $29.07–$29.25 for the two tranches.

When was the Form 4 signed by the reporting person?

The Form 4 is signed by Paul B. Manning on 09/02/2025.