Liquidia Corp 2024年度报告

For the fiscalyear endedDecember31,2024 or ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACTOF 1934 Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of theSecurities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to filesuch reports), and (2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period thatthe registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large Accelerated Filer☐Accelerated Filer☐Non-accelerated Filer☒Smaller Reporting Company☒Emerging Growth Company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15 U.S.C. 7262(b))by the registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to§240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act). Yes☐No☒ The aggregate market value of common stock held by non-affiliates of the registrant on June30, 2024 which was the lastbusiness day of the registrant’s most recently completed second fiscal quarter, was $685,662,096based on a $12.00 closing priceper share as reported on the Nasdaq Capital Market. As of March10, 2025, there were85,298,537shares of the registrant’s common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Liquidia Corporation Definitive Proxy Statement with respect to the 2025 Annual Meeting of Stockholders to befiled pursuant to Regulation 14A within 120days after the end of the fiscalyear ended December31,2024 are incorporated byreference into PartIII of this Annual Report on Form10-K to the extent stated therein. Except with respect to information specifically incorporated by reference in this Annual Report on Form10-K, each document incorporated by reference herein isdeemed not to be filed as part hereof. LIQUIDIA CORPORATION PARTI4Item1.Business4Item1A.Risk Factors35Item1B.Unresolved Staff Comments82Item1C.Cybersecurity82Item2.Properties83Item3.Legal Proceedings84Item4.Mine Safety Disclosures84PARTII84Item5.Market For Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities84Item6.[Reserved]85Item7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations85Item7A.Quantitative and Qualitative Disclosures About Market Risk95Item8.Financial Statements and Supplementary Data96Item9.Changes in and Disagreements with Accountants on Accounting and FinancialDisclosure96Item9A.Controls and Procedures96Item9B.Other Information97Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections97PARTIII98Item10.Directors, Executive Officers and Corporate Governance98Item11.Executive Compensation98Item12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters99Item13.Certain Relationships and Related Transactions, and Director Independence100Item14.Principal Accounting Fees and Services100PARTIV101 Item15.Exhibits and Financial Statement Schedules 101 Item16.Form10-K Summary 106 This Annual Report on Form10-K includes our trademarks, trade names and service marks, such asLiquidia, the Liquidia logo, YUTREPIA and PRINT, which are protected under applicableintellectual property laws and are the property of Liquidia Technologies