SecProbe.io

Showing: Liquidia Corp
New Search About

Save this ticker search and return to the same filing timeline in one click. You can also create alerts for new SEC correspondence after signing up.

Start with Threads See SEC questions and company responses connected into one filing timeline.
Use All Filings for detail Review every matching filing when you need the broader issuer record.
Open a row to go deeper Read the stored summary, sentiment, and full filing text from the detail page.
13
Total Filings
6
SEC Comment Letters
7
Company Responses
6
Threads
0
Notable 8-Ks
Threads
All Filings
SEC Comment Letters
Company Responses
Letter Text
Liquidia Corp
CIK: 0001819576  ·  File(s): 333-285923  ·  Started: 2025-03-21  ·  Last active: 2025-03-21
Response Received 1 company response(s) High - file number match
UL SEC wrote to company 2025-03-21
Liquidia Corp
File Nos in letter: 333-285923
↓
CR Company responded 2025-03-21
Liquidia Corp
File Nos in letter: 333-285923
Liquidia Corp
CIK: 0001819576  ·  File(s): 333-280540  ·  Started: 2024-07-01  ·  Last active: 2024-07-02
Response Received 1 company response(s) High - file number match
UL SEC wrote to company 2024-07-01
Liquidia Corp
File Nos in letter: 333-280540
↓
CR Company responded 2024-07-02
Liquidia Corp
File Nos in letter: 333-280540
Liquidia Corp
CIK: 0001819576  ·  File(s): 333-276244  ·  Started: 2023-12-28  ·  Last active: 2023-12-29
Response Received 1 company response(s) High - file number match
UL SEC wrote to company 2023-12-28
Liquidia Corp
File Nos in letter: 333-276244
Summary
UPLOAD · 2023-12-28
Generating summary...
↓
CR Company responded 2023-12-29
Liquidia Corp
File Nos in letter: 333-276244
Liquidia Corp
CIK: 0001819576  ·  File(s): 333-259265  ·  Started: 2021-09-10  ·  Last active: 2021-09-10
Response Received 1 company response(s) High - file number match
UL SEC wrote to company 2021-09-10
Liquidia Corp
File Nos in letter: 333-259265
Summary
UPLOAD · 2021-09-10
Generating summary...
↓
CR Company responded 2021-09-10
Liquidia Corp
File Nos in letter: 333-259265
Summary
CORRESP · 2021-09-10
Generating summary...
Liquidia Corp
CIK: 0001819576  ·  File(s): 333-251394  ·  Started: 2020-12-21  ·  Last active: 2020-12-22
Response Received 1 company response(s) High - file number match
UL SEC wrote to company 2020-12-21
Liquidia Corp
File Nos in letter: 333-251394
Summary
UPLOAD · 2020-12-21
Generating summary...
↓
CR Company responded 2020-12-22
Liquidia Corp
File Nos in letter: 333-251394
Summary
CORRESP · 2020-12-22
Generating summary...
Liquidia Corp
CIK: 0001819576  ·  File(s): 333-240421  ·  Started: 2020-08-12  ·  Last active: 2020-09-14
Response Received 2 company response(s) High - file number match
UL SEC wrote to company 2020-08-12
Liquidia Corp
File Nos in letter: 333-240421
Summary
UPLOAD · 2020-08-12
Generating summary...
↓
CR Company responded 2020-09-04
Liquidia Corp
File Nos in letter: 333-240421
References: August 12, 2020
Summary
CORRESP · 2020-09-04
Generating summary...
↓
CR Company responded 2020-09-14
Liquidia Corp
File Nos in letter: 333-240421
Summary
CORRESP · 2020-09-14
Generating summary...
DateTypeCompanyLocationFile NoLink
2025-03-21 Company Response Liquidia Corp DE N/A Read Filing View
2025-03-21 SEC Comment Letter Liquidia Corp DE 333-285923 Read Filing View
2024-07-02 Company Response Liquidia Corp DE N/A Read Filing View
2024-07-01 SEC Comment Letter Liquidia Corp DE 333-280540 Read Filing View
2023-12-29 Company Response Liquidia Corp DE N/A Read Filing View
2023-12-28 SEC Comment Letter Liquidia Corp DE N/A Read Filing View
2021-09-10 Company Response Liquidia Corp DE N/A Read Filing View
2021-09-10 SEC Comment Letter Liquidia Corp DE N/A Read Filing View
2020-12-22 Company Response Liquidia Corp DE N/A Read Filing View
2020-12-21 SEC Comment Letter Liquidia Corp DE N/A Read Filing View
2020-09-14 Company Response Liquidia Corp DE N/A Read Filing View
2020-09-04 Company Response Liquidia Corp DE N/A Read Filing View
2020-08-12 SEC Comment Letter Liquidia Corp DE N/A Read Filing View
DateTypeCompanyLocationFile NoLink
2025-03-21 SEC Comment Letter Liquidia Corp DE 333-285923 Read Filing View
2024-07-01 SEC Comment Letter Liquidia Corp DE 333-280540 Read Filing View
2023-12-28 SEC Comment Letter Liquidia Corp DE N/A Read Filing View
2021-09-10 SEC Comment Letter Liquidia Corp DE N/A Read Filing View
2020-12-21 SEC Comment Letter Liquidia Corp DE N/A Read Filing View
2020-08-12 SEC Comment Letter Liquidia Corp DE N/A Read Filing View
DateTypeCompanyLocationFile NoLink
2025-03-21 Company Response Liquidia Corp DE N/A Read Filing View
2024-07-02 Company Response Liquidia Corp DE N/A Read Filing View
2023-12-29 Company Response Liquidia Corp DE N/A Read Filing View
2021-09-10 Company Response Liquidia Corp DE N/A Read Filing View
2020-12-22 Company Response Liquidia Corp DE N/A Read Filing View
2020-09-14 Company Response Liquidia Corp DE N/A Read Filing View
2020-09-04 Company Response Liquidia Corp DE N/A Read Filing View
2025-03-21 - CORRESP - Liquidia Corp
CORRESP
 1
 filename1.htm

 Liquidia
Corporation

 419 Davis Drive, Suite 100

 Morrisville, NC 27560

 March 21, 2025

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Life Sciences

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention:
 Jason Drory

 Re:
 Liquidia Corp

 Registration Statement on Form S-3

 File No. 333-285923

 Filed December March 19, 2025

 Dear Mr. Drory:

 Pursuant to Rule 461 under the Securities Act of
1933, as amended, Liquidia Corporation (the " Compan y") hereby requests acceleration of the effective date of the above
referenced Registration Statement to 4:00 p.m., Eastern Time, on March 26, 2025, or as soon thereafter as practicable, or at such other
time as the Company or its outside counsel, DLA Piper LLP (US), request by telephone that such Registration Statement be declared effective.

 Please contact Andrew P. Gilbert, of DLA Piper
LLP (US), counsel to the Company, at (973) 520-2553, as soon as the registration statement has been declared effective, or if you have
any other questions or concerns regarding this matter.

 Sincerely,

 LIQUIDIA CORPORATION

 By:
 /s/ Roger Jeffs, Ph.D.

 Name:
 Roger Jeffs, Ph.D.

 Title:
 Chief Executive Officer
2025-03-21 - UPLOAD - Liquidia Corp File: 333-285923
<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 March 21, 2025

Roger Jeffs
Chief Executive Officer
Liquidia Corp
419 Davis Drive, Suite 100
Morrisville, NC 27560

 Re: Liquidia Corp
 Registration Statement on Form S-3
 Filed March 19, 2025
 File No. 333-285923
Dear Roger Jeffs:

 This is to advise you that we have not reviewed and will not review your
registration
statement.

 Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

 Please contact Jason Drory at 202-551-8342 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Life
Sciences
cc: Andrew P. Gilbert
</TEXT>
</DOCUMENT>
2024-07-02 - CORRESP - Liquidia Corp
CORRESP
1
filename1.htm

Liquidia
Corporation

419 Davis Drive, Suite 100

Morrisville, NC 27560

July 2, 2024

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549

    Attention:

    Alan Campbell

    Re:
    Liquidia Corp

    Registration Statement on Form S-3

    File No. 333-280540

    Filed December June 27, 2024

Dear Mr. Campbell:

Pursuant to Rule 461 under the Securities
Act of 1933, as amended, Liquidia Corporation (the “Company”) hereby requests acceleration of the effective date of
the above referenced Registration Statement to 4:00 p.m., Eastern Time, on July 5, 2024, or as soon thereafter as practicable, or
at such other time as the Company or its outside counsel, DLA Piper LLP (US), request by telephone that such Registration Statement be
declared effective.

Please contact Andrew P. Gilbert, of DLA Piper
LLP (US), counsel to the Company, at (973) 520-2553, as soon as the Registration Statement has been declared effective, or if you have
any other questions or concerns regarding this matter.

    Sincerely,

    LIQUIDIA CORPORATION

    By:
    /s/ Roger Jeffs, Ph.D.

    Name: Roger Jeffs, Ph.D.

    Title: Chief Executive Officer
2024-07-01 - UPLOAD - Liquidia Corp File: 333-280540
July 1, 2024
Roger A. Jeffs, Ph.D.
Chief Executive Officer
Liquidia Corporation
419 Davis Drive, Suite 100
Morrisville, North Carolina 27560
Re:Liquidia Corporation
Registration Statement on Form S-3
Filed June 27, 2024
File No. 333-280540
Dear Roger A. Jeffs Ph.D.:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that
the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Alan Campbell at 202-551-4224 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:Emilio Ragosa, Esq.
2023-12-29 - CORRESP - Liquidia Corp
CORRESP
1
filename1.htm

Liquidia Corporation

419 Davis Drive, Suite 100

Morrisville, NC 27560

December 29, 2023

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549

    Attention:
    Jimmy McNamara

    Re:
    Liquidia Corp

    Registration Statement on Form S-3

    File No. 333-276244

    Filed December 22, 2023, as amended on December 28, 2023

Dear Mr. McNamara:

Pursuant to Rule 461 under the Securities Act of
1933, as amended, Liquidia Corporation (the “Company”) hereby requests acceleration of the effective date of the above
referenced Registration Statement to 4:00 p.m., Eastern Time, on January 3, 2024, or as soon thereafter as practicable, or at such other
time as the Company or its outside counsel, DLA Piper LLP (US), request by telephone that such Registration Statement be declared effective.

Please contact Andrew P. Gilbert, of DLA Piper
LLP (US), counsel to the Company, at (973) 520-2553, as soon as the registration statement has been declared effective, or if you have
any other questions or concerns regarding this matter.

    Sincerely,

    LIQUIDIA CORPORATION

    By:
    /s/ Roger Jeffs, Ph.D.

    Name: Roger Jeffs, Ph.D.

    Title:  Chief Executive Officer
2023-12-28 - UPLOAD - Liquidia Corp
United States securities and exchange commission logo
December 28, 2023
Russell Schundler
General Counsel
Liquidia Corp
419 Davis Drive, Suite 100
Morrisville, North Carolina 27560
Re:Liquidia Corp
Registration Statement on Form S-3
Filed December 22, 2023
File No. 333-276244
Dear Russell Schundler:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Jimmy McNamara at 202-551-7349 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
2021-09-10 - CORRESP - Liquidia Corp
CORRESP
1
filename1.htm

Liquidia Corporation

419 Davis Drive, Suite 100

Morrisville, NC 27560

September 10, 2021

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Washington, D.C. 20549

    Attention:
    Michael Davis

    Joe McCann

    Re:
    Liquidia Corp

    Registration Statement on Form S-3

    File No. 333-259265

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of
1933, as amended, Liquidia Corporation (the “Company”) hereby requests acceleration of the effective date of the above
referenced Registration Statement to 4:00 p.m., Eastern Time, on September 14, 2021, or as soon thereafter as practicable, or at such
other time as the Company or its outside counsel, DLA Piper LLP (US), request by telephone that such Registration Statement be declared
effective.

Please contact Andrew P. Gilbert, of DLA Piper
LLP (US), counsel to the Company, at (973) 520-2550, as soon as the registration statement has been declared effective, or if you have
any other questions or concerns regarding this matter.

    Sincerely,

    /s/ Damian deGoa

    Damian deGoa
Chief Executive Officer
2021-09-10 - UPLOAD - Liquidia Corp
United States securities and exchange commission logo
September 10, 2021
Damian deGoa
Chief Executive Officer
Liquidia Corp
419 Davis Drive, Suite 100
Morrisville, North Carolina 27560
Re:Liquidia Corp
Registration Statement on Form S-3
Filed September 2, 2021
File No. 333-259265
Dear Mr. deGoa:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Michael Davis at 202-551-4385 or Joe McCann at 202-551-6262 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Andrew P. Gilbert
2020-12-22 - CORRESP - Liquidia Corp
CORRESP
1
filename1.htm

Liquidia
Corporation

419 Davis Drive, Suite 100

Morrisville, North Carolina 27560

Telephone: (919) 328-4400

December 22, 2020

Via EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549-4561

    Attn:
    Deanna Virginio

    Re:
     Liquidia Corporation (the “Company”)

    Registration Statement on Form S-3

    File No. 333-251394
 Filed December 16, 2020, as amended on December 21, 2020

Dear Ms. Virginio:

The Company hereby
requests that the effective date for the Registration Statement referred to above be accelerated so that it will be declared effective
at 4:00 p.m. (EST) on December 23, 2020, or as soon as practicable thereafter, pursuant to Rule 461 of the Securities Act of 1933,
as amended.

The Company acknowledges
that (i) should the Securities and Commission (the “Commission”) or the staff of the Commission, acting pursuant to
delegated authority, declare the filing effective, such declaration does not foreclose the Commission from taking any action with
respect to the filing; (ii) the action of the Commission or the staff of the Commission, acting pursuant to delegated authority,
in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the
disclosure in the filing; and (iii) the Company may not assert staff comments and the declaration of effectiveness as a defense
in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Please contact Andrew
P. Gilbert, Esq. of DLA Piper LLP (US) with any questions or comments at (973) 520-2553. Thank you for your assistance with this
filing.

    LIQUIDIA CORPORATION

    By:
    /s/ Damian deGoa

    Name:
    Damian deGoa

    Title:
     Chief Executive Officer
2020-12-21 - UPLOAD - Liquidia Corp
United States securities and exchange commission logo
December 21, 2020
Damian deGoa
Chief Executive Officer
Liquidia Corporation
419 Davis Drive, Suite 100
Morrisville, NC 27560
Re:Liquidia Corporation
Registration Statement on Form S-3
Filed December 16, 2020
File No. 333-251394
Dear Mr. deGoa:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Deanna Virginio at 202-551-4530 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Andrew P. Gilbert, Esq.
2020-09-14 - CORRESP - Liquidia Corp
CORRESP
1
filename1.htm

Liquidia
Corporation

419
Davis Drive, Suite 100

Morrisville,
North Carolina 27560

September 14, 2020

Via EDGAR and e-mail

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549-4561

Attention: Tim Buchmiller

    Attn:
    Andrew P. Gilbert, Esq.

    Re:
    Acceleration Request of Liquidia Corporation (the “Company”)

Registration
Statement on Form S-4

File No. 333-240421

Dear Mr. Buchmiller:

The Company hereby
requests, pursuant to conversations with the staff of the Securities and Exchange Commission (the “Commission”),
that the effective date for the Registration Statement referred to above be accelerated so that it will be declared effective
at 4:00 p.m. (ET) on Wednesday, September 16, 2020, or as soon as practicable thereafter, pursuant to Rule 461 of the Securities
Act of 1933, as amended.

The Company acknowledges
that (i) should the Commission or the staff of the Commission, acting pursuant to delegated authority, declare the filing effective,
such declaration does not foreclose the Commission from taking any action with respect to the filing; (ii) the action of the Commission
or the staff of the Commission, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the
Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and (iii) the Company may not
assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person
under the federal securities laws of the United States.

Please contact Andrew
P. Gilbert, Esq. of DLA Piper LLP (US) with any questions or comments at (973) 520-2553. Thank you for your assistance with this
filing.

    LIQUIDIA CORPORATION

    By:
    /s/ Neal F. Fowler

    Name:
    Neal F. Fowler

    Title:
    Chief Executive Officer

 cc: Andrew P. Gilbert, Esq. (via e-mail)
2020-09-04 - CORRESP - Liquidia Corp
Read Filing Source Filing Referenced dates: August 12, 2020
CORRESP
1
filename1.htm

    DLA Piper LLP (US)

    51 John F. Kennedy Parkway, Suite 120

    Short Hills, NJ 07078-2704

    www.dlapiper.com

    Andrew P. Gilbert

    andrew.gilbert@dlapiper.com

    T   973.520.2553

    F   973.520.2573

    Partner Responsible for Short Hills Office:

    Andrew P. Gilbert

September 4, 2020

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

Office of Life Sciences

100 F Street, N.E.

Judiciary Plaza

Washington, D.C. 20549

Attention: Tim Buchmiller

    Re:
    Liquidia Corporation

    Registration Statement on Form S-4

    Filed August 5, 2020

    File No. 333-240421

Dear Mr. Buchmiller:

This letter is submitted on behalf of Liquidia
Corporation (the “Company”) in response to the comments of the staff of the Division of Corporation Finance (the “Staff”)
of the Securities and Exchange Commission (the “Commission”) with respect to the Company’s Registration Statement
on Form S-4 filed on August 5, 2020 (the “Registration Statement”), as set forth in your letter dated August 12, 2020
addressed to Neal F. Fowler, Chief Executive Officer of the Company (the “Comment Letter”).

The Company is concurrently filing Amendment
No. 1 to the Registration Statement (“Amendment No. 1”), which includes changes that reflect responses to the Staff’s
comments.

The responses provided herein are based
upon information provided to DLA Piper LLP (US) by the Company. For reference purposes, the text of the comment in the Comment
Letter has been reproduced herein with the Company’s response. For your convenience, we have italicized the reproduced the
Staff comment from the Comment Letter. Unless otherwise indicated, page references in the Company’s responses refer to Amendment
No. 1. All capitalized terms used and not otherwise defined herein shall have the meanings set forth in Amendment No. 1.

United States Securities and Exchange
Commission

September 4, 2020

Page 2

Exclusive Forum, page 170

 1. We note that the forum selection provision in your certificate of incorporation identifies the Court of Chancery of the
State of Delaware as the exclusive forum for certain litigation, including any "derivative action." Please revise your
prospectus to clearly describe this provision and to describe any risks or other impacts on investors. Risks may include, but are
not limited to, increased costs to investors in bringing a claim. Also disclose whether the provision in your certificate of incorporation
applies to actions arising under the Securities Act or Exchange Act, and disclose whether the similar provision in your bylaws
applies to actions arising under the Exchange Act. In that regard, we note that Section 27 of the Exchange Act creates exclusive
federal jurisdiction over all suits brought to enforce any duty or liability created by the Exchange Act or the rules and regulations
thereunder, and Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought
to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. If the either of the provisions
applies to Securities Act claims, please also revise your prospectus to state that there is uncertainty as to whether a court would
enforce such provision and that investors cannot waive compliance with the federal securities laws and the rules and regulations
thereunder. If the provisions do not apply to actions arising under the Securities Act or Exchange Act, please also ensure that
the exclusive forum provision in the governing documents state this clearly, or tell us how you will inform investors in future
filings that the provision does not apply to any actions arising under the Securities Act or Exchange Act.

Response: The Company acknowledges the Staff’s
comment and respectfully advises the Staff that the Company has revised the existing risk factor beginning on page 58 of Amendment
No. 1 to further clarify the potential risks to investors that the Company’s exclusive forum provision may present.

The Company has also revised its existing disclosure
beginning on page 169 of Amendment No. 1 to make clear that the Court of Chancery of the State of Delaware exclusive forum provision
in the Company’s certificate of incorporation does not apply to suits brought to enforce any liability or duty created by
the Securities Act or Exchange Act, and that the provision in the Company’s bylaws does not apply to a cause of action arising
under the Exchange Act. The Company undertakes to include substantially similar disclosure with regard to its choice of forum provisions,
to the extent the provisions remain applicable, in its future Securities Act and Exchange Act filings in which these provisions
are addressed.

* * *

[Signature page immediately follows.]

United States Securities and Exchange
Commission

September 4, 2020

Page 3

If you have any questions regarding the
foregoing responses or otherwise, please do not hesitate to call me at (973) 520-2553.

    Sincerely,

    DLA
    Piper LLP (US)

    /s/
    Andrew P. Gilbert

    Andrew
    P. Gilbert

    Partner

    Enclosures

    cc:
    Neal F. Fowler, Liquidia Corporation
2020-08-12 - UPLOAD - Liquidia Corp
United States securities and exchange commission logo
August 12, 2020
Neal F. Fowler
Chief Executive Officer
Liquidia Corporation
419 Davis Drive, Suite 100
Morrisville, North Carolina 27560
Re:Liquidia Corporation
Registration Statement on Form S-4
Filed August 5, 2020
File No 333-240421
Dear Mr. Fowler:
            We have limited our review of your registration statement to those issues we have
addressed in our comment.  In our comment, we may ask you to provide us with information so
we may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to our comment, we may have additional comments.
Registration Statement on Form S-4
Exclusive Forum, page 170
1.We note that the forum selection provision in your certificate of incorporation identifies
the Court of Chancery of the State of Delaware as the exclusive forum for certain
litigation, including any "derivative action."  Please revise your prospectus to clearly
describe this provision and to describe any risks or other impacts on investors.  Risks may
include, but are not limited to, increased costs to investors in bringing a claim.  Also
disclose whether the provision in your certificate of incorporation applies to actions
arising under the Securities Act or Exchange Act, and disclose whether the similar
provision in your bylaws applies to actions arising under the Exchange Act.  In that
regard, we note that Section 27 of the Exchange Act creates exclusive federal jurisdiction
over all suits brought to enforce any duty or liability created by the Exchange Act or the

 FirstName LastNameNeal F. Fowler
 Comapany NameLiquidia Corporation
 August 12, 2020 Page 2
 FirstName LastName
Neal F. Fowler
Liquidia Corporation
August 12, 2020
Page 2
rules and regulations thereunder, and Section 22 of the Securities Act creates concurrent
jurisdiction for federal and state courts over all suits brought to enforce any duty or
liability created by the Securities Act or the rules and regulations thereunder.  If the either
of the provisions applies to Securities Act claims, please also revise your prospectus to
state that there is uncertainty as to whether a court would enforce such provision and that
investors cannot waive compliance with the federal securities laws and the rules and
regulations thereunder.  If the provisions do not apply to actions arising under the
Securities Act or Exchange Act, please also ensure that the exclusive forum provision in
the governing documents state this clearly, or tell us how you will inform investors in
future filings that the provision does not apply to any actions arising under the Securities
Act or Exchange Act.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Tim Buchmiller at (202) 551-3635 or Celeste Murphy at (202) 551-3257
with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Andrew P. Gilbert, Esq.