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.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kestenberg-Messina Kaitlin M.

(Last) (First) (Middle)

C/O ADMA BIOLOGICS, INC.

5800 PARK OF COMMERCE BLVD. NW,

(Street)

BOCA RATON FL 33487

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADMA BIOLOGICS, INC. [ ADMA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COO and SVP, Compliance

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/06/2026		F		10,059(1)	D	$15.39	562,101	D
Common Stock	03/07/2026		F		4,235(1)	D	$15.39	557,866	D
Common Stock	03/09/2026		J(2)		91,266	D	$0	466,600	D
Common Stock	03/09/2026		M		2,500	A	$5	469,100	D
Common Stock	03/09/2026		M		1,250	A	$4.31	470,350	D
Common Stock	03/09/2026		M		2,646	A	$2.83	472,996	D
Common Stock	03/09/2026		M		1,525	A	$2.35	474,521	D
Common Stock	03/09/2026		M		2,175	A	$1.55	476,696	D
Common Stock	03/09/2026		S		10,096(3)	D	$15.63(4)	466,600(5)(6)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				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

Explanation of Responses:

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.

	/s/ Kaitlin M. Kestenberg-Messina, by Michael A. Goldstein as Attorney-in-fact	03/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

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.

How many ADMA Biologics shares does Kaitlin Kestenberg-Messina hold after these transactions?

After the reported transactions, she directly owns 466,600 shares of ADMA Biologics common stock. This post-transaction figure reflects the combined impact of option exercises, tax-withholding dispositions, the divorce-related transfer, and the sale disclosed in the Form 4.

Were any of Kaitlin Kestenberg-Messina’s ADMA stock transactions related to a divorce settlement?

Yes. The filing states that 91,266 shares were transferred and 10,096 shares were sold under a court-approved divorce settlement. These actions reflect compliance with the settlement terms rather than purely discretionary trading decisions in the open market.

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.