Sec Form 3 Filing - Kestenberg-Messina Kaitlin M. @ ADMA BIOLOGICS, INC. - 2024-04-01

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Kestenberg-Messina Kaitlin M.
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
(Last) (First) (Middle)
C/O ADMA BIOLOGICS, INC., 5800 PARK OF COMMERCE BLVD. NW,
3. Date of Earliest Transaction (MM/DD/YY)
04/01/2024
(Street)
BOCA RATON, FL33487
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 114,275 ( 1 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $ 0 ( 2 ) ( 2 ) ( 2 ) Common Stock 5,000 D
Restricted Stock Units $ 0 ( 3 ) ( 3 ) ( 3 ) Common Stock 25,000 D
Restricted Stock Units $ 0 ( 4 ) ( 4 ) ( 4 ) Common Stock 20,000 D
Restricted Stock Units $ 0 ( 5 ) ( 5 ) ( 5 ) Common Stock 71,250 D
Restricted Stock Units $ 0 ( 6 ) ( 6 ) ( 6 ) Common Stock 30,000 D
Stock Option (Right to Buy) $ 10.8 ( 7 ) 01/30/2025 Common Stock 5,000 D
Stock Option (Right to Buy) $ 8.98 ( 8 ) 07/30/2025 Common Stock 2,500 D
Stock Option (Right to Buy) $ 5 ( 9 ) 02/14/2027 Common Stock 5,000 D
Stock Option (Right to Buy) $ 4.72 ( 10 ) 05/03/2028 Common Stock 5,000 D
Stock Option (Right to Buy) $ 5.94 ( 11 ) 10/09/2028 Common Stock 6,650 D
Stock Option (Right to Buy) $ 4.31 ( 12 ) 06/05/2029 Common Stock 1,563 D
Stock Option (Right to Buy) $ 4.31 ( 13 ) 06/05/2029 Common Stock 937 D
Stock Option (Right to Buy) $ 2.59 ( 14 ) 03/10/2030 Common Stock 20,876 D
Stock Option (Right to Buy) $ 2.83 ( 15 ) 08/19/2030 Common Stock 13,334 D
Stock Option (Right to Buy) $ 2.35 ( 16 ) 02/25/2031 Common Stock 30,000 D
Stock Option (Right to Buy) $ 1.55 ( 17 ) 07/19/2031 Common Stock 10,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kestenberg-Messina Kaitlin M.
C/O ADMA BIOLOGICS, INC.
5800 PARK OF COMMERCE BLVD. NW,
BOCA RATON, FL33487
COO and SVP, Compliance
Signatures
/s/ Kaitlin M. Kestenberg-Messina, by Adam S. Grossman as attorney-in-fact 04/02/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 114,275 shares acquired pursuant to the vesting of restricted stock units ("RSUs").
( 2 )On February 25, 2021, the Company granted the reporting person 20,000 RSUs, 5,000 of which are currently unvested, with 25% vesting 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.
( 3 )On September 28, 2021, the Company granted the reporting person 100,000 RSUs, 25,000 of which are currently unvested, with 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 and that will be settled into common stock upon vesting.
( 4 )On March 7, 2022, the Company granted the reporting person 40,000 RSUs, 20,000 of which are currently unvested, with 25% vesting 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.
( 5 )On March 6, 2023, the Company granted the reporting person 95,000 RSUs, 71,250 of which are currently unvested, with 25% vesting 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.
( 6 )On July 24, 2023, the Company granted the reporting person 30,000 RSUs, all of which remain unvested, with 25% vesting 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.
( 7 )The incentive stock options were granted to the reporting person on January 30, 2015, which are fully vested in accordance with the Amended and Restated ADMA Biologics, Inc. 2014 Omnibus Incentive Compensation Plan (the "Plan").
( 8 )The incentive stock options were granted to the reporting person on July 30, 2015, which are fully vested in accordance with the Plan.
( 9 )The incentive stock options were granted to the reporting person on February 14, 2017, which are fully vested in accordance with the Plan.
( 10 )The incentive stock options were granted to the reporting person on May 3, 2018, which are fully vested in accordance with the Plan.
( 11 )The incentive stock options were granted to the reporting person on October 9, 2018, which are fully vested in accordance with the Plan.
( 12 )The incentive stock options were granted to the reporting person on June 5, 2019, which are fully vested in accordance with the Plan.
( 13 )The non-qualified stock options were granted to the reporting person on June 5, 2019, which are fully vested in accordance with the Plan.
( 14 )The incentive stock options were granted to the reporting person on March 10, 2020, which are fully vested in accordance with the Plan.
( 15 )The incentive stock options were granted to the reporting person on August 19, 2020, 2,084 of which are currently unvested. The options vest over four years with 25% of the shares of common stock underlying the options vesting on the one-year anniversary of the date of grant and the remaining 75% of such shares vesting monthly in equal installments over the next three years, subject to the reporting person's continued service as of the applicable vesting date.
( 16 )The incentive stock options were granted to the reporting person on February 25, 2021, 6,875 of which are currently unvested. The options vest over four years with 25% of the shares of common stock underlying the options vesting on the one-year anniversary of the date of grant and the remaining 75% of such shares vesting monthly in equal installments over the next three years, subject to the reporting person's continued service as of the applicable vesting date.
( 17 )The incentive stock options were granted to the reporting person on July 19, 2021, 3,334 of which are currently unvested. The options vest over four years with 25% of the shares of common stock underlying the options vesting on the one-year anniversary of the date of grant and the remaining 75% of such shares vesting monthly in equal installments over the next three years, subject to the reporting person's continued service as of the applicable vesting date.

Remarks:
Exhibit 24 - Power of Attorney

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