01/13/2026 | Press release | Distributed by Public on 01/13/2026 15:33
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance Stock Units | (1) | 01/09/2026 | M | 13,833 | (1) | (1) | Common Stock | 13,833 | $ 0 | 110,669 | D | ||||
| Performance Stock Units | (1) | 01/09/2026 | M | 57,332 | (1) | (1) | Common Stock | 57,332 | $ 0 | 171,995 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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JEFFS ROGER 419 DAVIS DRIVE, SUITE 100 MORRISVILLE, NC 27560 |
X | Chief Executive Officer | ||
| /s/ Roger Jeffs | 01/13/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (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 221,338 PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2025 and the remaining PSUs vesting ratably on a quarterly basis over three years thereafter. Of those PSUs, a total of 110,669 have vested as of the date of this Form 4. |
| (3) | Includes (i) 72,375 unvested restricted stock units ("RSUs") of the 289,500 RSUs granted to the Reporting Person on January 11, 2023, (ii) 110,669 unvested RSUs of the 221,338 RSUs granted to the Reporting Person on January 11, 2024, (iii) 171,995 unvested RSUs of the 229,327 RSUs granted to the Reporting Person on January 11, 2025 and (iv) 10,696 shares acquired under the Liquidia Corporation 2020 Employee Stock Purchase Plan. |
| (4) | On January 11, 2025, the Reporting Person was granted 229,327 PSUs which vest upon the following time-based vesting schedule: 25% of the PSUs shall vest on January 11, 2026 and the remaining PSUs vesting ratably on a quarterly basis over three years thereafter. Of those PSUs, a total of 57,332 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 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 securities are held by Roger A. Jeffs Living Trust UAD 2/29/2000 (the "Trust"). The Reporting Person is the trustee of the Trust. |
| (8) | 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. |