Form 4: Liquidia CEO Sells Shares for Tax Obligations

Sentiment:

Insider Transaction Report 13 January 2026 4:33 PM

Liquidia Corp's CEO, Roger Jeffs, reported the sale of 66,610 common shares at $37.43 to cover tax liabilities from vested equity awards, executed under a pre-arranged 10b5-1 plan.

Summary

Roger Jeffs, CEO and Director of Liquidia Corp, reported transactions involving company common stock.
On January 9, 2026, Jeffs acquired a total of 71,165 shares of common stock through the conversion of Performance Stock Units (PSUs).
On January 12, 2026, Jeffs sold 66,610 shares of common stock at a price of $37.43 per share.
The sale was conducted under a Rule 10b5-1 plan adopted on December 15, 2023.
The purpose of the sale was to cover tax obligations associated with the settlement of previously granted Restricted Stock Units (RSUs) and PSUs from January 11, 2023, January 11, 2024, and January 11, 2025.
Following these transactions, Jeffs directly beneficially owns 1,037,528 shares of common stock, which includes a significant portion of unvested RSUs and PSUs.
He also indirectly beneficially owns 46,595 shares through the Roger A. Jeffs Living Trust and 1,541,667 shares through Serendipity BioPharma LLC.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While there's a sale of shares, it's for tax purposes and under a 10b5-1 plan, which mitigates negative interpretations. It reflects the vesting of compensation, which is a positive for the executive.

Positives

The sale was pre-scheduled under a Rule 10b5-1 plan, indicating it was not a discretionary sale based on new negative information.
The sale was explicitly for tax coverage related to vested equity awards, which is a common and expected event for executives.

Negatives

A net reduction in direct beneficial ownership of common stock by the CEO, although offset by the purpose of the sale.

Future Outlook

Industry Context

Related Party Transactions

Roger A. Jeffs Living Trust UAD 2/29/2000 holds 46,595 shares indirectly, with Roger Jeffs as trustee.
Serendipity BioPharma LLC holds 1,541,667 shares indirectly, with Roger Jeffs as a manager having sole voting and dispositive power.

Stakeholder Impact

Shareholders: Minimal direct impact as the sale is for tax purposes and pre-scheduled, not indicative of a change in company fundamentals or management's confidence.
Employees: No direct impact mentioned.

Key Dates

Date	Description
2000-02-29	Date of Roger A. Jeffs Living Trust UAD.
2023-01-11	Grant date for 289,500 RSUs to the Reporting Person.
2023-12-15	Date Reporting Person adopted the Rule 10b5-1 plan.
2024-01-11	Grant date for 221,338 PSUs to the Reporting Person, with 25% vesting on January 11, 2025 and remaining vesting quarterly over three years.
2025-01-11	Grant date for 229,327 PSUs to the Reporting Person, with 25% vesting on January 11, 2026 and remaining vesting quarterly over three years.
2026-01-09	Transaction date for the acquisition of 13,833 and 57,332 shares of common stock from PSU conversions.
2026-01-12	Transaction date for the disposition of 66,610 shares of common stock.
2026-01-13	Signature date of the Form 4 filing.

Recommendation

hold

The Form 4 filing details a routine insider transaction where the CEO sold shares to cover tax obligations arising from vested equity awards. This is a common occurrence and was executed under a pre-arranged 10b5-1 plan, which signals that the sale was not based on new, material non-public information. Therefore, this specific filing does not provide new information that would warrant a change in investment recommendation. The underlying fundamentals of Liquidia Corp should be the primary driver for any investment decision, and this filing does not alter that perspective.

Keywords

Liquidia Corp, LQDA, Roger Jeffs, Insider Trading, Form 4, Stock Sale, Equity Awards, PSU, RSU, 10b5-1 Plan, CEO

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