Director Elms Steve sold $8,829,333 worth of shares (425,621 units at $20.74) and exercised 332,680 shares at a strike of $3.43 (SEC Form 4)
$ADMA
Biotechnology: Biological Products (No Diagnostic Substances)
Health Care
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*
(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) 06/12/2025 | ||||||||||||||||||||||||||
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 | 06/12/2025 | S | 92,941 | D | $21.69(1) | 2,031,730 | I | See footnote(2) | ||
Common Stock | 06/13/2025 | M | 9,000 | A | $5.96 | 96,330 | D | |||
Common Stock | 06/13/2025 | M | 10,000 | A | $5 | 106,330 | D | |||
Common Stock | 06/13/2025 | M | 53,837 | A | $3.66 | 160,167 | D | |||
Common Stock | 06/13/2025 | M | 17,500 | A | $4.91 | 177,667 | D | |||
Common Stock | 06/13/2025 | M | 30,000 | A | $3.89 | 207,667 | D | |||
Common Stock | 06/13/2025 | M | 15,000 | A | $2.915 | 222,667 | D | |||
Common Stock | 06/13/2025 | M | 55,000 | A | $2.35 | 277,667 | D | |||
Common Stock | 06/13/2025 | M | 53,172 | A | $1.67 | 330,839 | D | |||
Common Stock | 06/13/2025 | M | 51,630 | A | $3.35 | 382,469 | D | |||
Common Stock | 06/13/2025 | M | 37,541 | A | $5.4 | 420,010 | D | |||
Common Stock | 06/13/2025 | S | 137,931 | D | $20.82(3) | 282,079(4) | D | |||
Common Stock | 06/16/2025 | S | 194,749 | D | $20.24(5) | 87,330(6) | D |
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 | ||||||||
Stock Option (Right to Buy) | $5.96 | 06/13/2025 | M | 9,000 | (7) | 01/28/2026 | Common Stock | 9,000 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $5 | 06/13/2025 | M | 10,000 | (7) | 02/14/2027 | Common Stock | 10,000 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $3.66 | 06/13/2025 | M | 53,837 | (7) | 06/06/2027 | Common Stock | 53,837 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $4.91 | 06/13/2025 | M | 17,500 | (7) | 06/22/2028 | Common Stock | 17,500 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $3.89 | 06/13/2025 | M | 30,000 | (8) | 03/13/2029 | Common Stock | 30,000 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $2.915 | 06/13/2025 | M | 15,000 | (8) | 02/28/2030 | Common Stock | 15,000 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $2.35 | 06/13/2025 | M | 55,000 | (8) | 02/25/2031 | Common Stock | 55,000 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $1.67 | 06/13/2025 | M | 53,172 | (8) | 03/07/2032 | Common Stock | 53,172 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $3.35 | 06/13/2025 | M | 51,630 | (8) | 03/06/2033 | Common Stock | 51,630 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $5.4 | 06/13/2025 | M | 37,541 | (8) | 02/26/2034 | Common Stock | 37,541 | $0 | 0 | D |
Explanation of Responses: |
1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.37 to $22.17, inclusive. The reporting person undertakes to provide to ADMA Biologics, Inc. (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 footnotes (1), (3) and (5). |
2. These shares are owned by Aisling Capital II LP ("Aisling"), which is a fund that was established in 2007 with a 10-year life. Mr. Elms is Aisling's designee for nomination to the Board. As a Managing Member of Aisling Capital Partners, LLC ("Aisling Partners"), a control person of Aisling, and as a member of the investment committee of Aisling Capital Partners, LP ("Aisling GP"), Mr. Elms may be deemed to be the beneficial owner of shares of common stock owned of record by Aisling. Mr. Elms disclaims beneficial ownership of Aisling's investment in the Company and Aisling Partners' ownership of the Company's options, except to the extent of his pecuniary interest therein. |
3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.52 to $21.39, inclusive. |
4. Includes, as of the transaction date, (i) 10,889 RSUs granted on February 19, 2025, which will vest fully on February 19, 2026, subject to the reporting person's continued service as of such vesting date and (ii) 271,190 shares of common stock owned by the reporting person. |
5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.02 to $20.40, inclusive. |
6. Includes, as of the transaction date, (i) 10,889 RSUs granted on February 19, 2025, which will vest fully on February 19, 2026, subject to the reporting person's continued service as of such vesting date and (ii) 76,441 shares of common stock owned by the reporting person. |
7. These options vested in twenty-four equal monthly installments, becoming fully vested on the two year anniversary of the date of grant. |
8. These options vested in twelve equal monthly installments, becoming fully vested on the one-year anniversary of the date of grant. |
/s/ Steve Elms, by Michael A. Goldstein as Attorney-in-fact | 06/16/2025 | |
** 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. |