SEC Form 4 · accession 0001104659-18-048810
Liquidia Technologies Inc · LQDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Morningside Venture Investments Ltd
10% Owner
Period of report
Jul 30, 2018
Accepted (ET)
Aug 1, 2018 · 5:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001330436
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F4 | Jul 30, 2018 | C | 442,819 | — | A | 442,819 | D | |
| Common StockF2,F4 | Jul 30, 2018 | C | 109,909 | — | A | 552,728 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series C Preferred StockF4,F1 | — | Jul 30, 2018 | C | 3,420,516 | D | — | — | Common Stock | 442,819 | 0 | D |
| Series D Preferred StockF4,F2 | — | Jul 30, 2018 | C | 1,849,490 | D | — | — | Common Stock | 109,909 | 0 | D |
| Warrant to purchase Series D Preferred StockF3,F4 | $0.01 | Jul 30, 2018 | J | 319,664 | D | Jan 9, 2017 | Dec 31, 2026 | Series D Preferred Stock | 319,664 | 0 | D |
| Warrant to purchase Common StockF3,F4 | $0.01 | Jul 30, 2018 | J | 18,996 | A | Jan 9, 2017 | Dec 31, 2026 | Common Stock | 18,996 | 18,996 | D |
Explanation of responses
- F1The Series C preferred stock had no expiration date and automatically converted into the Issuer's common stock on approximately a 0.1295-for-1 basis immediately prior to the closing of the Issuer's initial public offering.
- F2The Series D preferred stock had no expiration date and automatically converted into the Issuer's common stock on approximately a 0.0594-for-1 basis immediately prior to the closing of the Issuer's initial public offering.
- F3Immediately prior to the closing of the Issuer's initial public offering and without payment of further consideration, the Warrants to purchase Series D Preferred Stock automatically became exercisable to purchase the Issuer's common stock. The transaction is listed solely for the purpose of reporting the change of the title and amount of securities underlying the warrant.
- F4Louise Mary Garbarino, Jill Marie Franklin, Peter Stuart Allenby Edwards and Raymond Long Sing Tang, the directors of Morningside Venture Investments, Ltd. ("MVIL"), share voting and dispositive control over the shares held by MVIL.