Caligan Partners LP Amends Liquidia Corp Stake

TL;DR

Caligan Partners LP updated their Liquidia Corp filing on 9/4/24. Watch this space.

AI Summary

Caligan Partners LP, through its filing on September 4, 2024, has amended its Schedule 13D/A regarding Liquidia Corporation. The filing indicates a change in beneficial ownership of Liquidia Corporation's common stock. Caligan Partners LP, based in New York, is the filer, and Liquidia Corporation is incorporated in Delaware with its principal business address in Morrisville, NC.

Why It Matters

This amendment signals a potential shift in the shareholder landscape of Liquidia Corporation, which could influence the company's strategic direction or stock performance.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can precede significant corporate actions or shifts in investor sentiment, introducing potential volatility.

Key Players & Entities

• Caligan Partners LP (company) — Filer of the Schedule 13D/A
• Liquidia Corporation (company) — Subject company of the filing
• David Johnson (person) — Contact person for Caligan Partners LP
• Eleazer Klein, Esq. (person) — Legal counsel for the filer
• Adriana Schwartz, Esq. (person) — Legal counsel for the filer
• Schulte Roth & Zabel LLP (company) — Legal counsel for the filer

FAQ

Key Financial Figures

• $0.001 — me of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securitie
• $27,468,054 — g Persons used a total of approximately $27,468,054 (including brokerage commissions) to ac
• $9.51 — n Caligan Funds at the closing price of $9.51. CUSIP No. 53635D202 13D/A Page 6 of

Filing Documents

• p24-2742sc13da.htm (SC 13D/A) — 60KB
• 0000902664-24-005426.txt ( ) — 61KB

of the Schedule 13D is hereby amended and restated as follows

Item 3 of the Schedule 13D is hereby amended and restated as follows: The Reporting Persons used a total of approximately $27,468,054 (including brokerage commissions) to acquire the Common Stock reported herein. The source of the funds used to acquire the Common Stock reported herein was the working capital of the Caligan Funds and Accounts. The restricted stock units and director stock options reported herein were acquired by Mr. Johnson for his services rendered to the Issuer as a member of the Issuer's board of directors. CUSIP No. 53635D202 13D/A Page 5 of 7 Pages Item 4. PURPOSE OF TRANSACTION

of the Schedule 13D is hereby amended and supplemented

Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following: As disclosed in Item 5(c), effective as of the close of trading on August 30, 2024, certain redeeming investors in a Caligan Fund received a distribution of their pro-rata portion of the shares of the Common Stock of the Issuer held in such Caligan Fund (equating to an aggregate of approximately 4.5% of the Issuer's outstanding shares of Common Stock). Caligan and its Managing Partner, Mr. Johnson, a member of the Issuer's board of directors, remain supportive of the Issuer and its management team in its efforts to commercialize YUTREPIA and bring L606 to market. Item 5. INTEREST IN SECURITIES OF THE ISSUER Items 5 (a)-(c) of the Schedule 13D is hereby amended and restated as follows: (a) See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of and percentages of the shares of Common Stock beneficially owned by each Reporting Person. The percentages set forth in this Schedule 13D are based upon 76,793,694 shares of Common Stock outstanding as of August 1, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024, filed with the Securities and Exchange Commission on August 7, 2024, and assumes (x) the exercise of the director stock options granted to Mr. Johnson and (y) that the 20,359 shares of Common Stock underlying the restricted stock units reported herein are outstanding. (b) See rows (7) through (10) of the cover pages to this Schedule 13D for the number of shares of Common Stock as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition. (c) Effective at the close of trading on August 30, 2024, (i) a Caligan Fund effected a pro rata, in-kind distribution of an aggregate of 3,440,948 shares of Common Stock to certain redeeming limited partners for no consideration, (ii) Cal

of the Schedule 13D is hereby amended and supplanted by the addition of the following

Item 6 of the Schedule 13D is hereby amended and supplanted by the addition of the following: Effective as of the close of trading on August 30, 2024, the consulting agreement previously disclosed in Item 6 of the Schedule 13D was terminated pursuant to its terms. Mr. Johnson has received and currently holds a total of 20,359 restricted stock units in consideration for his service on the board of directors of the Issuer. Mr. Johnson is deemed to hold the securities for the benefit of the Caligan Funds and Accounts. CUSIP No. 53635D202 13D/A Page 7 of 7 Pages

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: September 4, 2024 CALIGAN PARTNERS LP By: /s/ David Johnson Name: David Johnson Title: Managing Partner /s/ David Johnson DAVID JOHNSON