03/10/2026 | Press release | Distributed by Public on 03/10/2026 19:00
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (right to buy) | $5 | 03/09/2026 | M | 2,500 | (7) | 02/14/2027 | Common Stock | 2,500 | $ 0 | 2,500 | D | ||||
| Stock Option (right to buy) | $4.31 | 03/09/2026 | M | 1,250 | (8) | 06/05/2029 | Common Stock | 1,250 | $ 0 | 1,250 | D | ||||
| Stock Option (right to buy) | $2.83 | 03/09/2026 | M | 2,646 | (9) | 08/19/2030 | Common Stock | 2,646 | $ 0 | 2,771 | D | ||||
| Stock Option (right to buy) | $2.35 | 03/09/2026 | M | 1,525 | (10) | 02/25/2031 | Common Stock | 1,525 | $ 0 | 2,225 | D | ||||
| Stock Option (right to buy) | $1.55 | 03/09/2026 | M | 2,175 | (11) | 07/19/2031 | Common Stock | 2,175 | $ 0 | 2,825 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Kestenberg-Messina Kaitlin M. C/O ADMA BIOLOGICS, INC. 5800 PARK OF COMMERCE BLVD. NW, BOCA RATON, FL 33487 |
COO and SVP, Compliance | |||
| /s/ Kaitlin M. Kestenberg-Messina, by Michael A. Goldstein as Attorney-in-fact | 03/10/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Represents shares withheld by the Issuer to satisfy the mandatory tax withholding requirements upon vesting of restricted stock units ("RSUs"). This is not an open market sale of securities. |
| (2) | The shares were transferred by the reporting person in accordance with the terms of a court-approved divorce settlement agreement (the "Divorce Settlement"). |
| (3) | The securities were sold by the Reporting Person in accordance with the terms of the Divorce Settlement. |
| (4) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.59 to $15.65, inclusive. The reporting person undertakes to provide to the Issuer, any securityholder of the Issuer, 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) | Includes, as of the transaction date (i) 91,631 unvested RSUs granted on February 9, 2026, vesting quarterly on each annual anniversary of the date of grant over four years, subject to the Reporting Person's continued service as of the applicable vesting date and that will be settled into common stock upon vesting; (ii) 58,338 unvested RSUs out of 77,784 RSUs granted on February 19, 2025, vesting quarterly on each annual anniversary of the date of grant over four years, subject to the Reporting Person's continued service as of the applicable vesting date and that will be settled into common stock upon vesting; (iii) 144,240 unvested RSUs out of 192,320 RSUs granted on April 1, 2024, that will vest in equal quarterly installments on each annual anniversary of the date of grant, over four years, subject to the Reporting Person's continued service as of the applicable vesting date; |
| (6) | (continued from footnote 5) (iv) 15,000 unvested RSUs out of 30,000 RSUs granted on July 24, 2023, that will vest in equal quarterly installments on each annual anniversary of the date of grant, over four years, subject to the Reporting Person's continued service as of the applicable vesting date; (v) 23,750 unvested RSUs out of 95,000 RSUs granted on March 6, 2023, that will vest in equal quarterly installments on each annual anniversary of the date of grant, over four years, subject to the Reporting Person's continued service as of the applicable vesting date; and (vi) 133,641 shares of common stock directly owned by the Reporting Person, which reflects prior option exercises and the prior net settlement upon vesting of previously granted RSUs after the withholding of shares to cover applicable taxes. |
| (7) | The incentive stock options were granted to the Reporting Person on February 14, 2017, and are fully vested. |
| (8) | The incentive stock options were granted to the Reporting Person on June 5, 2019, and are fully vested. |
| (9) | The incentive stock options were granted to the Reporting Person on August 19, 2020, and are fully vested. |
| (10) | The incentive stock options were granted to the Reporting Person on February 25, 2021, and are fully vested. |
| (11) | The incentive stock options were granted to the Reporting Person on July 19, 2021, and are fully vested. |