| 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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ADMA BIOLOGICS, INC. [ ADMA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/30/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 09/30/2024 | F | 2,647(1) | D | $19.99 | 446,441(2)(3)(4) | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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) 192,320 unvested 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; (ii) 22,500 unvested 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; (iii) 71,250 unvested 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; |
| 3. (continued from footnote 2) (iv) 20,000 unvested RSUs granted on March 7, 2022, 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) 6,250 unvested RSUs granted on September 28, 2021, which are the remaining unvested RSUs of the 100,000 RSUs granted on September 28, 2021 which vest on a schedule of 50% vesting on December 31, 2022 and the remaining vesting quarterly from March 31, 2023 to December 31, 2024, subject to the reporting person's continued service as of the applicable vesting date; (vi) 5,000 unvested RSUs granted on February 25, 2021, 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 |
| 4. (continued from footnote 3) (vii) 129,121 shares of common stock owned by the reporting person, which reflects 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 Adam S. Grossman as Attorney-in-fact | 10/02/2024 | |
| ** 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. | ||
