ADMA Biologics (ADMA) COO exercises options and sells shares in divorce settlement
Rhea-AI Filing Summary
ADMA Biologics COO and SVP, Compliance Kaitlin M. Kestenberg-Messina reported multiple stock transactions. She exercised stock options to acquire 10,096 shares of common stock at exercise prices ranging from $1.55 to $5.00 per share. In connection with restricted stock unit vesting, 14,294 shares were withheld to cover mandatory tax obligations, which did not involve open-market sales. She also transferred 91,266 shares and sold 10,096 shares of common stock at a weighted average price of $15.63 per share, both carried out under a court-approved divorce settlement. Following these transactions, she directly owned 466,600 shares of ADMA Biologics common stock.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (right to buy) | 2,500 | $0.00 | -- |
| Exercise | Stock Option (right to buy) | 1,250 | $0.00 | -- |
| Exercise | Stock Option (right to buy) | 2,646 | $0.00 | -- |
| Exercise | Stock Option (right to buy) | 1,525 | $0.00 | -- |
| Exercise | Stock Option (right to buy) | 2,175 | $0.00 | -- |
| Other | Common Stock | 91,266 | $0.00 | -- |
| Exercise | Common Stock | 2,500 | $5.00 | $13K |
| Exercise | Common Stock | 1,250 | $4.31 | $5K |
| Exercise | Common Stock | 2,646 | $2.83 | $7K |
| Exercise | Common Stock | 1,525 | $2.35 | $4K |
| Exercise | Common Stock | 2,175 | $1.55 | $3K |
| Sale | Common Stock | 10,096 | $15.63 | $158K |
| Tax Withholding | Common Stock | 4,235 | $15.39 | $65K |
| Tax Withholding | Common Stock | 10,059 | $15.39 | $155K |
Footnotes (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. The shares were transferred by the reporting person in accordance with the terms of a court-approved divorce settlement agreement (the "Divorce Settlement"). The securities were sold by the Reporting Person in accordance with the terms of the Divorce Settlement. 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. 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; (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. The incentive stock options were granted to the Reporting Person on February 14, 2017, and are fully vested. The incentive stock options were granted to the Reporting Person on June 5, 2019, and are fully vested. The incentive stock options were granted to the Reporting Person on August 19, 2020, and are fully vested. The incentive stock options were granted to the Reporting Person on February 25, 2021, and are fully vested. The incentive stock options were granted to the Reporting Person on July 19, 2021, and are fully vested.
FAQ
What insider transactions did ADMA COO Kaitlin Kestenberg-Messina report on this Form 4?
She reported option exercises, tax-related share withholdings, a share transfer, and a sale. The filing shows 10,096 shares acquired via option exercises, 14,294 shares withheld for taxes, 91,266 shares transferred, and 10,096 shares sold, with all events dated in early March 2026.
Do the tax-withholding entries in the ADMA Form 4 represent open-market sales?
No. The tax-withholding entries cover 14,294 shares delivered to satisfy mandatory tax obligations on vesting restricted stock units. The footnotes clarify these are not open-market sales but administrative dispositions to pay taxes due on equity compensation.
What option exercises by the ADMA COO are disclosed in this Form 4 filing?
The Form 4 shows exercises of fully vested incentive stock options for a total of 10,096 shares of common stock. Exercise prices range from $1.55 to $5.00 per share, with the underlying options originally granted between 2017 and 2021.