ADMA COO has shares withheld for RSU tax on Form 4

ADMA Biologics COO and SVP, Compliance Kaitlin M. Kestenberg-Messina had 20,362 shares of common stock withheld at $9.11 per share to cover taxes on vesting restricted stock units.

Accepted by SEC EDGAR 04/03/2026 - 09:00 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

ADMA Biologics COO and SVP, Compliance Kaitlin M. Kestenberg-Messina had 20,362 shares of common stock withheld at $9.11 per share to cover taxes on vesting restricted stock units. These shares were retained by the company to satisfy mandatory tax withholding and were not sold in the open market.

After this tax-withholding disposition, she directly holds 446,238 shares of ADMA common stock. Footnotes indicate this total includes multiple blocks of unvested restricted stock units that vest in quarterly installments over four years and common shares from prior option exercises and net share settlements.

Insider Trade Summary

Exercise Price or Tax Liability: 20,362 shares

Exercise Price or Tax Liability 1 txn

Insider Kestenberg-Messina Kaitlin M.

Role COO and SVP, Compliance

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	20,362	$9.11	$185K

Holdings After Transaction: Common Stock — 446,238 shares (Direct)

Footnotes (3)

1. F1. 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. F2. 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) 96,160 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;
3. F3. (continued from footnote 2) (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) 161,359 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.

Key Figures

Tax-withholding shares: 20,362 shares Withholding price: $9.11 per share Post-transaction holdings: 446,238 shares +4 more

7 metrics

Tax-withholding shares 20,362 shares Shares withheld to cover RSU tax on 2026-04-01 at $9.11

Withholding price $9.11 per share Value used for tax-withholding disposition of 20,362 shares

Post-transaction holdings 446,238 shares Direct ADMA common stock held after tax-withholding event

Unvested RSUs Feb 9, 2026 grant 91,631 units Unvested RSUs vesting quarterly over four years from Feb 9, 2026

Unvested RSUs Feb 19, 2025 grant 58,338 units Remaining unvested out of 77,784 RSUs, vesting quarterly over four years

Unvested RSUs Apr 1, 2024 grant 96,160 units Remaining unvested out of 192,320 RSUs, vesting quarterly over four years

Direct common shares noted in footnote 161,359 shares Common stock directly owned from prior option exercises and net settlements

Key Terms

restricted stock units ("RSUs"), mandatory tax withholding requirements, net settlement, vesting quarterly, +1 more

5 terms

restricted stock units ("RSUs") financial

"Represents shares withheld by the Issuer to satisfy the mandatory tax withholding requirements upon vesting of restricted stock units ("RSUs")."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

mandatory tax withholding requirements financial

"Represents shares withheld by the Issuer to satisfy the mandatory tax withholding requirements upon vesting of restricted stock units"

net settlement financial

"reflects prior option exercises and the prior net settlement upon vesting of previously granted RSUs after the withholding of shares"

vesting quarterly financial

"vests quarterly on each annual anniversary of the date of grant over four years"

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did ADMA COO Kaitlin Kestenberg-Messina report on this Form 4?

Kaitlin M. Kestenberg-Messina reported a tax-withholding disposition of 20,362 ADMA common shares at $9.11 per share. The shares were withheld by the company to cover taxes on vesting RSUs, not sold in the open market.

Was the ADMA Form 4 transaction an open-market sale of shares?

No, the Form 4 states this was not an open-market sale. ADMA withheld 20,362 shares to satisfy mandatory tax withholding on vesting RSUs, meaning the shares went back to the issuer rather than being sold to public investors.

How many ADMA shares does Kaitlin Kestenberg-Messina hold after the reported transaction?

Following the tax-withholding event, Kaitlin Kestenberg-Messina directly holds 446,238 shares of ADMA common stock. This figure reflects shares remaining after 20,362 were withheld for taxes and includes stock from prior option exercises and RSU settlements.

What restricted stock unit (RSU) awards are outstanding for ADMA’s COO?

Footnotes show unvested RSUs including 91,631 units from February 9, 2026, 58,338 units from February 19, 2025, 96,160 units from April 1, 2024, 15,000 units from July 24, 2023, and 23,750 units from March 6, 2023, all vesting quarterly over four years.

What portion of Kaitlin Kestenberg-Messina’s ADMA holdings are already common shares?

The footnotes note that she directly owns 161,359 shares of ADMA common stock. These shares reflect prior option exercises and previous net share settlements when RSUs vested and some shares were withheld to cover applicable tax obligations.

Why were shares withheld in Kaitlin Kestenberg-Messina’s ADMA Form 4 filing?

The filing explains that 20,362 shares were withheld to satisfy mandatory tax withholding when restricted stock units vested. This method uses a portion of newly vested shares to pay taxes instead of requiring separate cash payments from the executive.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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 FLORIDA 33487

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

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

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

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	04/01/2026		F		20,362(1)	D	$9.11	446,238(2)(3)	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

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. 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) 96,160 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;

3. (continued from footnote 2) (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) 161,359 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.

	/s/ Kaitlin M. Kestenberg-Messina, by Michael A. Goldstein as Attorney-in-fact	04/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)