SEC Form 4 · accession 0001104659-19-010159
Liquidia Technologies Inc · LQDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin K Gordon
Officer — President and CFO
Period of report
Feb 22, 2019
Accepted (ET)
Feb 22, 2019 · 9:09 pm EST
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 StockF2,F3,F4 | Feb 22, 2019 | S | 293 | $15.83 | D | 162,915 | D | |
| Common StockF5,F6,F7 | Feb 22, 2019 | S | 212 | $16.83 | D | 162,703 | D | |
| Common StockF8,F9,F10 | Feb 22, 2019 | S | 438 | $18.09 | D | 162,265 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 8, 2018.
- F10(iv) 41,084 RSUs granted on July 25, 2018, which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on July 25, 2019, with the remainder vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date; and (v) 5,870 RSUs granted on October 12, 2018 which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on August 14, 2019, with the remaining 75% of such RSUs vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date.
- F2The price in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $15.52 to $16.21, inclusive. The reporting person undertakes to provide to Liquidia Technologies, Inc., any holder of Liquidia Technologies, Inc. stock 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 this footnote 2 to this Form 4.
- F3Includes (i) 2,364 former restricted stock units ("RSUs") which settled into common stock on February 22, 2019 on a net basis following the sales of an aggregate of 293 shares of common stock to cover estimated taxes, transaction costs and fees associated with the vesting event, (ii) 20,572 former RSUs which settled into common stock on January 22, 2019 on a net basis following the sales of an aggregate of 11,322 shares of common stock to cover estimated taxes, transaction costs and fees associated with the vesting event, (iii) 93,025 remaining RSUs granted on January 22, 2018, which shall be settled into common stock in 36 equal monthly installments commencing January 22, 2019, subject to Mr. Gordon's continuous service as of each such date;
- F4(iv) 41,084 RSUs granted on July 25, 2018, which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on July 25, 2019, with the remainder vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date; and (v) 5,870 RSUs granted on October 12, 2018 which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on August 14, 2019, with the remaining 75% of such RSUs vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date.
- F5The price in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $16.82 to $16.84, inclusive. The reporting person undertakes to provide to Liquidia Technologies, Inc., any holder of Liquidia Technologies, Inc. stock 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 this footnote 5 to this Form 4.
- F6Includes (i) 2,152 former RSUs which settled into common stock on February 22, 2019 on a net basis following the sales of an aggregate of 505 shares of common stock (inclusive of the 293 shares which were sold as described in footnotes 3 and 4) to cover estimated taxes, transaction costs and fees associated with the vesting event, (ii) 20,572 former RSUs which settled into common stock on January 22, 2019 on a net basis following the sales of an aggregate of 11,322 shares of common stock to cover estimated taxes, transaction costs and fees associated with the vesting event, (iii) 93,025 remaining RSUs granted on January 22, 2018, which shall be settled into common stock in 36 equal monthly installments commencing January 22, 2019, subject to Mr. Gordon's continuous service as of each such date;
- F7(iv) 41,084 RSUs granted on July 25, 2018, which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on July 25, 2019, with the remainder vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date; and (v) 5,870 RSUs granted on October 12, 2018 which shall be settled into common stock pursuant to the following vesting schedule: 25% of the RSUs shall vest on August 14, 2019, with the remaining 75% of such RSUs vesting in 36 equal monthly installments thereafter, subject to Mr. Gordon's continuous service as of each such date.
- F8The price in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $17.91 to $18.25, inclusive. The reporting person undertakes to provide to Liquidia Technologies, Inc., any holder of Liquidia Technologies, Inc. stock 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 this footnote 8 to this Form 4.
- F9Includes (i) 1,714 former RSUs which settled into common stock on February 22, 2019 on a net basis following the sales of an aggregate of 943 shares of common stock (inclusive of the 293 shares which were sold as described in footnotes 3 and 4 and the 212 shares which were sold as described in footnotes 6 and 7) to cover estimated taxes, transaction costs and fees associated with the vesting event, (ii) 20,572 former RSUs which settled into common stock on January 22, 2019 on a net basis following the sales of an aggregate of 11,322 shares of common stock to cover estimated taxes, transaction costs and fees associated with the vesting event, (iii) 93,025 remaining RSUs granted on January 22, 2018, which shall be settled into common stock in 36 equal monthly installments commencing January 22, 2019, subject to Mr. Gordon's continuous service as of each such date;