ADMA BIOLOGICS, INC.

ORGANIZATION AND BUSINESS

ADMA Biologics, Inc. (the “Company,” “ADMA,” “we,” “us” or “our”)is a U.S. based, end-to-end commercial biopharmaceutical company dedicated to manufacturing, marketing and developing specialty biologics for the treatment of immunodeficient patients at risk for infection and others at risk for certain infectious diseases. The Company’s targeted patient populations include immune-compromised individuals who suffer from an underlying immune deficiency disorder or who may be immune-suppressed for medical reasons.

ADMA operates through its wholly owned subsidiaries ADMA BioManufacturing, LLC (“ADMA BioManufacturing”) and ADMA BioCenters Georgia Inc. (“ADMA BioCenters”). ADMA BioManufacturing was formed in January 2017 to facilitate the acquisition of certain assets held by the Company’s former third-party contract manufacturer, which included the U.S. Food and Drug Administration (“FDA”)-licensed BIVIGAM and Nabi-HB immunoglobulin products, and an FDA-licensed plasma fractionation manufacturing facility located in Boca Raton, Florida (the “Boca Facility”). ADMA BioCenters is the Company’s source plasma collection business with seven plasma collection facilities located throughout the U.S., all of which hold an approved license with the FDA.

The Company currently hasthree FDA-approved products, all of which are currently marketed and commercially available: (i) ASCENIV (Immune Globulin Intravenous, Human – slra 10% Liquid), an intravenous immune globulin (“IVIG”) product indicated for the treatment of Primary Humoral Immunodeficiency (“PI”), also known as Primary Immunodeficiency Disease (“PIDD”) or Inborn Errors of Immunity in adults and children ages two and above, for which the Company received FDA approval in April 2019 and commenced first commercial sales in October 2019; (ii) BIVIGAM (Immune Globulin Intravenous, Human), an IVIG product indicated for the treatment of PIin adults and children ages two and above, and for which the Company received FDA approval in May 2019 and commenced commercial sales in August 2019; and (iii) Nabi-HB (Hepatitis B Immune Globulin, Human), which is indicated for the treatment of acute exposure to blood containing Hepatitis B surface antigen and other listed exposures to Hepatitis B. In addition to its commercially available immunoglobulin products, the Company generates revenues from the sale of intermediate by-products that result from the immunoglobulin production process and from time to time provides contract manufacturing and laboratory services for certain clients.

The Company is also developing a pipeline of plasma-derived therapeutics, including a product related to its issued U.S. Patent Nos. 10,259,865, 11,084,870, 11,897,943, and 12,612,450 pertaining to methods of treatment and prevention of S. pneumoniae infection using an immunoglobulin manufactured to contain standardized antibodies to S. pneumoniae serotypes. The Company successfully completed production of a pilot-scale batch and is conducting animal studies for its S. pneumoniae hyperimmune globulin program, SG-001.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of consolidation and basis of presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the Company’s financial position, results of operations and cash flows for the periods presented. Any reference in these notes to applicable guidance is meant to refer to U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (the “FASB”).

The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2025 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 10-K”). All intercompany balances and transactions have been eliminated in consolidation. The preparation of our interim consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed. We have made reasonable estimates and judgments of such items within our financial statements and there may be changes to those estimates in future periods.

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During the three and nine months ended September 30, 2026 and 2025, comprehensive income was equal to the net income amounts presented for the respective periods in the accompanying condensed consolidated statements of operations. Results for interim periods are not necessarily indicative of the results that may be expected for the full fiscal year.

Use of Estimates

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates related to the Company’s effective tax rate.

Accounts Receivable

Accounts receivable is reported at realizable value, net of credit losses and allowances for customer credits, such as chargebacks, which totaled $2.7 million and $0.3 million at September 30, 2026 and December 31, 2025, respectively. The Company extends credit to its customers based upon an evaluation of each customer’s financial condition and credit history. Evaluations of the financial condition, payment history and associated credit risk of customers are performed on an ongoing basis. Based on these evaluations, the Company has concluded that its credit risk is minimal. At September 30, 2026 and December 31, 2025, two customers accounted for an aggregate of approximately 84% and 87%, respectively, of the Company’s total accounts receivable.

Inventories

Raw materials inventory consists of normal source plasma and respiratory syncytial virus (“RSV”) high-titer plasma collected at the Company’s plasma collection facilities or purchased from third parties, along with various materials purchased from suppliers, used in the production of the Company’s products. Work-in-process and finished goods inventories (see Note 3) reflect the cost of raw materials as well as costs for direct and indirect labor, primarily salaries, wages and benefits for applicable employees, as well as an allocation of overhead costs related to the Boca Facility including utilities, property taxes, general repairs and maintenance, consumable supplies and depreciation.

Inventories, including plasma intended for resale and plasma intended for internal use in the Company’s manufacturing, commercialization or research and development activities, are carried at the lower of cost or net realizable value determined by the first-in, first-out method. For both the Company’s immune globulin products and plasma intended for resale and internal use, net realizable value is generally determined based upon the consideration the Company expects to receive when the inventory is sold, less costs to deliver the inventory to the recipient. The estimates for net realizable value of inventory are based on contractual terms or upon historical experience and certain other assumptions, and the Company believes that such assumptions are reasonable. Inventory is periodically reviewed to ensure that its carrying value does not exceed its net realizable value, and adjustments are recorded to write down such inventory, with a corresponding charge to cost of product revenue, when the carrying value or historical cost exceeds its estimated net realizable value. In addition, costs associated with the production of engineering lots that would not qualify as immediately available for commercial sale are charged to cost of product revenue and notcapitalized into inventory.

Goodwill

Goodwill represents the excess of purchase price over the fair value of net assets acquired by the Company. Goodwill at September 30, 2026 and December 31, 2025 was $3.5 million, all of which is attributable to its ADMA BioManufacturing business segment.

The Company didnot record any impairment charges related to goodwill for the three and nine months ended September 30, 2026 and 2025.

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Revenue Recognition

Revenues are comprised of (i) revenues from the sale of the Company’s immunoglobulin products, ASCENIV, BIVIGAM and Nabi-HB, (ii) product revenues from the sale of human plasma collected by the Company’s Plasma Collection Centers business segment, (iii) contract manufacturing and laboratory services revenue, (iv) revenues from the sale of intermediate by-products and (v) license and other revenues primarily attributable to the out-licensing of ASCENIV to Biotest AG (“Biotest”) in 2012 to market and sell this product in Europe and certain countries in Northern Africa and the Middle East. Biotest has provided the Company with certain services and financial payments in accordance with the related Biotest license agreement and is obligated to pay the Company certain amounts in the future if certain milestones are achieved. Deferred revenue is amortized into income over the term of the Biotest license, representing a period of approximately 22 years.

Product revenue is recognized when the customer is deemed to have control over the product and the performance obligation is satisfied. Control is determined based on when the product is shipped or delivered and title passes to the customer. Revenue is recorded in an amount that reflects the consideration the Company expects to receive in exchange. Revenue from the sale of the Company’s immunoglobulin products is recognized when the product reaches the customer’s destination, and is recorded net of estimated rebates, wholesaler distribution and related fees, customer incentives, including prompt pay discounts, wholesaler chargebacks, group purchasing organization fees and reimbursements for patient assistance. These estimates are based on contractual arrangements, historical experience and certain other assumptions, and while the Company believes that such estimates are reasonable, they are subject to change based on future developments and other factors.

For revenues associated with contract manufacturing and the sale of intermediates, control transfers to the customer and the performance obligation is satisfied when the customer takes possession of the product from the Boca Facility.

Product revenues from the sale of human plasma collected at the Company’s plasma collection centers are recognized at the time control of the product has been transferred to the customer and the performance obligation is satisfied, which generally occurs at the time of shipment from one of the Company’s plasma collection facilities or from a third-party warehouse that is utilized by the Company. Product revenues are recognized at the time of delivery if the Company retains control of the product during shipment.

For thethree and nine months ended September 30, 2026, three customers represented an aggregate of approximately 86% and 81%, respectively, of the Company’s consolidated revenues. For thethree and nine months ended September 30, 2025, three customers represented an aggregate of approximately 78% and 79%, respectively, of the Company’s consolidated revenues.

Cost of Product Revenue

Cost of product revenue includes costs associated with the manufacture of the Company’s FDA approved products and intermediates and for the collection of human source plasma, as well as expenses related to conformance batch production, process development and scientific and technical operations when these operations are attributable to marketed products. When the activities of these operations are attributable to new products in development, the expenses are classified as research and development expenses.

Earnings Per Common Share

For the three and nine months ended September 30, 2026 and 2025, basic and diluted earnings per share are calculated as follows:

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For the three and nine months ended September 30, 2026 and 2025, the following awards were excluded from the computation of diluted net income per common share because of their anti-dilutive effects:

Fair Value of Financial Instruments

The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable are shown at cost, which approximates fair value due to the short-term nature of these instruments. The debt outstanding under the Company’s senior notes payable (see Note 7) also approximates fair value, based on a Level 3 classification under the fair value hierarchy, due to the variable interest rate on this debt.

Recent Accounting Pronouncements

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements (“ASU 2025-11”), which clarifies the guidance in Topic 270 to improve the consistency of interim financial reporting. The ASU provides a comprehensive list of required interim disclosures and introduces a disclosure principle requiring entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. ASU 2025-11 is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-11.

In November 2024, FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses(“ASU 2024-03”), requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The adoption of ASU 2024-03 will result in changes to the presentation of the Company’s financial statements, the impact of which is currently being evaluated.

INVENTORIES

The following table provides the components of inventories:

Raw materials includes plasma and other materials expected to be used in the production of ASCENIV, BIVIGAM and Nabi-HB. These materials will be consumed in the production of goods expected to be available for sale or otherwise have alternative uses that provide a probable future benefit.

Work-in-process inventory primarily consists of the Company’s IVIG products that are manufactured to the bulk drug substance and unlabeled filled vials stage of production.

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Finished goods inventory is comprised of the Company’s immunoglobulin products that have reached the filled, labeled and serialized vial stage of production and related intermediates that are available for commercial sale, as well as plasma collected at the Company’s plasma collection centers which is expected to be sold to third-party customers.

PROPERTY AND EQUIPMENT

Property and equipment and related accumulated depreciation are summarized as follows:

The Company recorded depreciation expense on property and equipment for the three and nine months ended September 30, 2026 of $1.7 million and $5.2 million, respectively, and $2.0 million and $6.0 million for the three and nine months ended September 30, 2025, respectively.

ASSETS AND LIABILITIES HELD FOR SALE

In the first quarter of 2026, the Company completed the sale of its plasma collection centers located in Maryville, Tennessee (“Maryville Center”), Knoxville, Tennessee (“Knoxville Center”), and Laurel, Maryland (“Laurel Center” and, collectively with the Maryville Center and Knoxville Center, the “Disposal Group”), in that order. The sale was completed pursuant to an Asset Purchase Agreement entered into on December 31, 2025, which provided for an aggregate purchase price of $12.0 million, with fifty percent (50%) of the consideration in the form ofone-year secured promissory notes bearing interest at ten percent (10%) and the remaining fifty percent (50%) payable in cash, $1.0 million of which was received in December 2025. As a result of the sale of the Disposal Group, the Company recognized a gain of approximately $8.0 million. The Company recorded theone-year secured promissory notes within prepaid expenses and other current assets and recognized the gain within Gain on sale of plasma centers.

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ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities at September 30, 2026 and December 31, 2025 are as follows:

DEBT

A summary of outstanding senior notes payable is as follows:

JPM Credit Agreement

On August 5, 2025 (the “JPM Closing Date”), the Company and all of the Company’s subsidiaries entered into a Credit Agreement (the “JPM Credit Agreement”) with the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. The JPM Credit Agreement provides for $300 million of senior secured credit facilities, consisting of (a) a term loan in the aggregate principal amount of $75 million (the “JPM Term Loan Facility”), which was drawn in full on the JPM Closing Date, and (b) a revolving credit facility in the aggregate principal amount of $225 million (the “JPM Revolving Facility”). The Company may also request, subject to customary conditions, additional incremental revolving commitments or term loans in an aggregate principal amount not to exceed $100 million (together with the JPM Term Loan Facility and the JPM Revolving Facility, the “JPM Credit Facilities”). The JPM Term Loan Facility has a maturity date of August 5, 2028 (the “JPM Term Maturity Date”), and the JPM Revolving Facility has a maturity date of August 5, 2028 or any earlier date on which the commitments under the JPM Revolving Facility are reduced to zero or otherwise terminated pursuant to the terms of the JPM Credit Agreement.

On March 2, 2026, the Company borrowed $125.0 million under the JPM Revolving Facility, used to fund the accelerated share repurchase agreement (“ASR Agreement”). See Note 8 for further details.

Interest on borrowings under the JPM Credit Facilities accrues at an applicable rate equal to (i) an alternate base rate plus an applicable spread (each such borrowing, an “ABR Borrowing”) or (ii) Term Secured Overnight Financing Rate (“SOFR”) plus an applicable spread (each such borrowing, a “Term Benchmark Borrowing”), in each case based on the lower of the applicable rates set forth in the JPM Credit Agreement, which are based on the Company’s total leverage ratio. These applicable spreads range from 150 basis points to 200 basis points over the alternate base rate and 250 basis points to 300 basis points over Term SOFR, in each case, as determined in accordance with the provisions of the JPM Credit Agreement. The Company has agreed to pay a commitment fee at specified rates set forth in the JPM Credit Agreement, which, based on the Company’s total leverage ratio, ranges from 30 basis points to 35 basis points on the daily amount of the undrawn portion of the aggregate commitments of the lenders under the JPM Revolving Facility. At the Company’s request, each borrowing initially shall be either an ABR Borrowing or a Term Benchmark Borrowing, and the Company may thereafter elect to convert any such borrowing to a different type. During the occurrence and continuance of an Event of Default (as defined in the JPM Credit Agreement), all borrowings shall accrue interest at a rate per annum equal to 2% plus the applicable rate. As of September 30, 2026, the interest rate on the JPM Term Loan Facility and the JPM Revolving Facility was approximately 6.19%.

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On the JPM Revolving Facility Maturity Date, the Company will repay the unpaid principal amount outstanding under the JPM Revolving Facility. Under the JPM Term Loan Facility, the Company will make principal payments in accordance with and on the dates specified in the amortization schedule set forth in the JPM Credit Agreement, with the remaining unpaid principal amount to be paid in full on the JPM Term Maturity Date. The Company may prepay at any time and from time to time any borrowing in whole or in part, without premium or penalty (other than, if applicable, any break funding expenses), subject to customary notice requirements.

All of the Company’s obligations under the JPM Credit Agreement are secured by a first-priority lien and security interest in substantially all of the tangible and intangible assets, including intellectual property and equity interests, of the Company and all of its subsidiaries.

The JPM Credit Agreement contains certain representations and warranties, affirmative covenants, negative covenants and conditions that are customarily required for similar debt financings. The negative covenants include certain financial covenants, including a maximum total leverage ratio of 2.50 to 1.00 and a minimum fixed charge coverage ratio of 1.20 to 1.00. The negative covenants also restrict or limit the Company’s ability and the ability of the Company’s subsidiaries to, among other things and subject to certain exceptions contained in the JPM Credit Agreement, incur new indebtedness; create liens on assets; engage in certain fundamental corporate changes; make certain investments; dispose of certain assets; engage in sale and leaseback transactions or swap agreements; make dividend payments and other certain Restricted Payments (as defined in the JPM Credit Agreement); engage in certain affiliate transactions; enter into any other agreements that have the impact of restricting the Company’s ability to make loan repayments under the JPM Credit Agreement; or amend certain material documents.

The debt maturities over the next five years are as follows (in thousands):

As of September 30, 2026, the Company was in compliance with all of its debt covenants in the JPM Credit Agreement.

STOCKHOLDERS’ EQUITY

Treasury Stock

In May 2025, the Company’s board of directors (the “Board”) authorized a share repurchase program of up to $500.0 million of the Company’s outstanding shares of common stock (the “Repurchase Program”). The Repurchase Program does not obligate the Company to acquire any particular amount of its common stock, and may be modified, suspended, or terminated at any time. The Repurchase Program has no expiration date.

On March 2, 2026, the Company entered into the ASR Agreement with J.P. Morgan Chase Bank, National Association ("J.P. Morgan") to repurchase $125.0 million of the Company's common stock. In connection with the ASR Agreement, the Company made an upfront cash prepayment of $125.0 million to J.P. Morgan and received an initial delivery of 6,422,608 shares of common stock. The initial delivery of shares was valued at approximately $105.2 million based on the closing price of the Company's common stock of $16.38 on the March 3, 2026 delivery date, and was recorded as treasury stock in the consolidated balance sheet. The remaining $19.8 million of the prepayment, representing the embedded forward contract component, was initially recorded within Additional Paid-In Capital ("APIC") in the consolidated balance sheet as of March 31, 2026.

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On May 7, 2026, upon final settlement of the ASR Agreement, the Company received an additional 4,337,879 shares of common stock from J.P. Morgan. The final number of shares received was based on the volume-weighted average price of the Company’s common stock during the term of ASR Agreement, less a discount and subject to adjustments. In connection with the final settlement of ASR Agreement, the $19.8 million previously recorded in APIC was reclassified to treasury stock during the second quarter of 2026.

The delivery of shares resulted in an immediate reduction of the outstanding shares used to calculate the weighted-average common shares outstanding for basic and diluted net income per share.

In addition to the shares repurchased under the ASR Agreement, during the three and nine months ended September 30, 2026, the Company repurchased 2,722,563 and 5,777,770 shares of common stock under the Repurchase Program at a total cost of $25.1 million and $55.3 million, respectively.

During the three and nine months ended September 30, 2026, the Company recognized $0.2 million and $1.3 million of excise tax liability related to share repurchases in accordance with the Inflation Reduction Act of 2022, respectively.

The following table summarizes the common stock repurchase activity under the Repurchase Program:

The repurchased shares are recorded at the repurchase cost in treasury stock in the Company’s condensed consolidated balance sheet and are available for reissuance.

Preferred Stock

The Company is currently authorized to issue up to 10 million shares of preferred stock, $0.0001 par value per share. There wereno shares of preferred stock outstanding at September 30, 2026 and December 31, 2025.

Common Stock

As of September 30, 2026 and December 31, 2025, the Company was authorized to issue 300,000,000 shares of its common stock, $0.0001 par value per share, and 222,793,831 and 237,874,496 shares of common stock were outstanding as of September 30, 2026 and December 31, 2025, respectively. After giving effect to shares reserved for the issuance of awards issued under the Company’s equity incentive plans,55,719,509 shares of common stock were available for issuance as of September 30, 2026.

Equity Incentive Plans

In 2022, the Company’s stockholders approved the ADMA Biologics, Inc. 2022 Compensation Plan (the “2022 Equity Plan”), which replaced the Company’s Amended and Restated 2014 Omnibus Incentive Compensation Plan. Approval of the 2022 Equity Plan resulted in approximately 18 million additional shares of the Company’s common stock being reserved for future awards. The 2022 Equity Plan provides for the Board or a Committee of the Board (the “Committee”) to grant awards to grantees and to determine the exercise price, vesting term, expiration date and all other terms and conditions of the awards, including acceleration of the vesting of an award at any time. Any options granted under the 2022 Equity Plan are intended to be Incentive Stock Options (“ISOs”), unless specified by the Committee to be Non-Qualified Options (“NQOs”) as defined by the Internal Revenue Code. ISOs and NQOs may be granted to employees, consultants or Board members at an option price not less than the fair market value of the common stock subject to the stock option agreement. Shares issued in connection with the exercise of stock options or the vesting of restricted stock units (“RSUs”) are newly issued shares.

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Options

The fair value of stock options granted is determined on the date of grant using the Black-Scholes model. To determine the risk-free interest rate, the Company utilizes the U.S. Treasury yield curve in effect at the time of the grant with a term consistent with the term of the awards granted by the Company. The expected term of all options granted is in accordance with Staff Accounting Bulletins 107 and 110, which is based on the average between vesting terms and contractual terms as the Company had a limited history of option exercises prior to the middle of fiscal 2023. The expected dividend yield reflects the Company’s current and expected future policy for dividends on the Company’s common stock.

The following assumptions were used to determine the fair value of options granted during the nine months ended September 30, 2026 and 2025:

The following table summarizes information about the Company’s stock options under the Company’s equity incentive plans and related information:

As of September 30, 2026, the Company had $12.3 million of unrecognized compensation expense related to stock options granted under the Company’s equity incentive plans, which is expected to be recognized over a weighted-average period of 2.7 years.

Restricted Stock Units

The Company grants RSUs to certain employees and consultants of the Company and to members of its Board. The RSUs generally vest annually over a period offour years for employees and consultants, and intwo installments over a period ofone year for directors.

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A summary of the Company’s RSU activity and related information is as follows:

As of September 30, 2026, the Company had $45.2 million of unrecognized compensation expense related to unvested RSUs granted under the Company’s equity incentive plans, which is expected to be recognized over a weighted-average period of 2.6 years.

Total stock-based compensation expense for all awards granted under the Company’s equity incentive plans for the three and nine months ended September 30, 2026 and 2025 was as follows:

RELATED PARTY TRANSACTIONS

The Company leases an office building and equipment from Areth, LLC (“Areth”) pursuant to an agreement for services effective as of January 1, 2016, as amended from time to time, and pays monthly rent on this facility in the amount of $10,000. The Company amended the original Areth agreement to extend its term to December 31, 2026, with automatic successiveone-year renewals thereafter. Either party may terminate the agreement by providing the other party withone year’s prior written notice. Rent expense for the three and nine months ended September 30, 2026 and 2025 amounted to $30,000 and $90,000, respectively. Areth is a company controlled by Dr. Jerrold B. Grossman, the Vice Chairman of the Board, and Adam S. Grossman, the Company’s President and Chief Executive Officer.

During the nine months ended September 30, 2025, the Company purchased certain specialized equipment and repair services used for the collection and processing of source plasma from GenesisBPS in the amount of approximately $34,000. GenesisBPS was owned by Dr. Grossman and Adam Grossman until September 30, 2025.

COMMITMENTS AND CONTINGENCIES

General Legal Matters

From time to time the Company is or may become subject to certain legal proceedings and claims arising in connection with the normal course of its business. Management does not expect that the outcome of any such claims or actions will have a material effect on the Company’s liquidity, results of operations or financial condition.

On July 10, 2026, plaintiff Lisa Mazzarino filed a putative securities class action lawsuit,*Mazzarino v. ADMA Biologics, Inc. et al.,*Case No. 2:26-cv-06918 (D.N.J.), against the Company, Adam Grossman, the Company’s director, President and Chief Executive Officer, Jerrold Grossman, the Company’s Vice Chairman of the Board, and Brad Tade, the Company’s former Chief Financial Officer and Treasurer, in the United States District Court for the District of New Jersey (the “Securities Class Action”). The complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated thereunder. The action seeks monetary damages in an unspecified amount. On October 16, 2026, the Court appointed Seafarers Health and Benefits Plan and Seafarers Vacation Plan as the lead plaintiff and further ordered all securities class actions arising out of the same or substantially similar subject matter to be consolidated into the Securities Class Action. The parties plan to present a proposed schedule to the Court for an amended complaint and the defendants’ anticipated motion to dismiss. The litigation remains at a preliminary stage. The Company believes that the claims asserted in the lawsuit are without merit and intends to vigorously defend against the action.

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Three stockholder derivative actions alleging substantially the same facts as the Securities Class Action have been filed to date: (1)Zunya v. Elms, et al.,* Case No. 2:26-cv-10811-ES-AME (D.N.J.) (the “Zunya Action”), filed on August 24, 2026; (2)Parris v. Elms, et al., Case No. 2:26-cv-11014-ES-AME (D.N.J.) (the “Parris Action”), filed on August 26, 2026; and (3)ES Trust v. Grossman, et al., Case No. 2:26-cv-11361-ES-AME (D.N.J.) (the “ES Trust Action,” and, collectively with the Zunya Action and Parris Action, the “Derivative Actions”), filed on September 2, 2026. The Derivative Actions were filed in the United States District Court for the District of New Jersey. The plaintiffs in the Derivative Actions purport to assert claims on the Company’s behalf against certain of the Company’s current and former executives and members of the Board for breach of fiduciary duty, aiding and abetting breach of fiduciary duty, corporate waste, unjust enrichment, and violations of the Exchange Act. The Derivative Actions seek unspecified monetary and punitive damages, disgorgement of profits from the named defendants, an award of costs and expenses, including reasonable attorneys’ fees, and corporate governance reforms. On September 21, 2026, the Court consolidated the Derivative Actions with the new captionIn re Adma Biologics, Inc. Stockholder Derivative Litigation*, Lead Case No. 2:26-cv-10811-ES-AME. The Company intends to move for a stay of the Derivative Actions pending resolution of the Securities Class Action.

At this time, the Company is unable to predict the outcome of the litigation or reasonably estimate the amount or range of any potential loss, if any, that may result from the matters. Accordingly, no accrual has been recorded in the accompanying condensed consolidated financial statements with respect to these litigation matters.

The Company also received three demands to inspect books and records pursuant to Section 220 of the Delaware General Corporation Law seeking documents related to the facts alleged in the Securities Class Action (the “Section 220 Demands”). The Company has responded to each of the Section 220 Demands and continues to discuss those responses with the requesting stockholders. The stockholders who served the Section 220 Demands may file additional Derivative Actions.

Vendor Commitments

Pursuant to the terms of a Plasma Purchase Agreement entered into in November 2011 (the “2011 Plasma Purchase Agreement”), the Company agreed to purchase from its former contract manufacturer an annual minimum volume of source plasma containing antibodies to RSV to be used in the manufacture of ASCENIV. The Company must purchase a to-be-determined and agreed upon annual minimum volume from the counterparty, and under the original 2011 Plasma Purchase Agreement the Company was permitted to also collect high-titer plasma from up tofive wholly owned ADMA plasma collection facilities. During 2015, the Company amended the 2011 Plasma Purchase Agreement to (i) allow the Company to collect its raw material high-titer plasma from any number of wholly owned ADMA plasma collection facilities and (ii) allow the Company to purchase its raw material high-titer plasma from other third-party collection organizations, in each case, provided that the annual minimum volumes from the Company’s former contract manufacturer were met, thus allowing the Company to expand its reach for raw material supply as it executes its commercialization plans for ASCENIV. In December 2018, the Company’s former contract manufacturer assigned its rights and obligations under the 2011 Plasma Purchase Agreement to Grifols Worldwide Operations Limited (“Grifols”) as its successor-in-interest, effective January 2019. Effective October 2024, the Company entered into an Amended and Restated Plasma Purchase Agreement with Grifols (the “A&R Grifols Agreement”) with a term expiring in September 2039, after which it may be renewed fortwo additional multi-year periods if agreed to by the parties. Pursuant to the A&R Grifols Agreement, Grifols supplies, on a non-exclusive basis, to ADMA BioManufacturing a minimum of 35,000 liters of RSV plasma annually to be used in the manufacture of ASCENIV, with an escalating price per liter depending on the volume supplied in a given 12-month period, with a minimum annual price increase every 12 months. Additionally, Grifols will be entitled to receive a fixed bonus payment in the event that a specified liter amount of high-titer plasma is supplied to the Company in any 12-month period during the term of the A&R Grifols Agreement.

Effective August 2024, the Company entered into a Plasma Purchase Agreement with KEDPlasma LLC (“KEDPlasma”) with a term expiring in July 2031, after which it may be renewed for an additional five-year period if agreed to by the parties (the “KEDPlasma Agreement”). Pursuant to the KEDPlasma Agreement, KEDPlasma supplies, on a non-exclusive basis, to ADMA BioManufacturing a minimum of 35,000 liters of RSV plasma annually commencing with the 12-month period ended July 31, 2026, with an escalating price per liter depending on the volume supplied in a given 12-month period. The price per liter of high-titer plasma supplied pursuant to the KEDPlasma Agreement is also scheduled to increase on an annual basis. Additionally, KEDPlasma will be entitled to receive a fixed bonus payment in the event that a specified liter amount of RSV plasma is supplied to the Company in any 12-month period during the term of the KEDPlasma Agreement.

In June 2017, the Company entered into a Plasma Supply Agreement with its former contract manufacturer (the “Plasma Supply Agreement”), pursuant to which the counterparty supplies, on an exclusive basis subject to certain exceptions, to ADMA BioManufacturing an annual minimum volume of hyperimmune plasma that contain antibodies to the Hepatitis B virus for the manufacture of Nabi-HB. The Plasma Supply Agreement has a 10-year term. In July 2018, the Plasma Supply Agreement was amended to provide, among other things, that in the event the counterparty elects not to supply in excess of ADMA BioManufacturing’s specified amount of Hepatitis B plasma and ADMA BioManufacturing is unable to secure Hepatitis B plasma from a third party at a price that is within a low double-digit percentage of the price that ADMA BioManufacturing pays to the counterparty, then the counterparty shall reimburse ADMA BioManufacturing for the difference in price ADMA BioManufacturing incurs. In December 2018, the Company’s former contract manufacturer assigned its rights and obligations under the Plasma Supply Agreement to Grifols, effective January 2019.

Other Commitments

In the normal course of business, the Company enters into contracts that contain a variety of indemnifications with its employees, licensors, suppliers and service providers. Further, the Company indemnifies its directors and officers who are, or were, serving at the Company’s request in such capacities. The Company’s maximum exposure under these arrangements is unknown as of September 30, 2026. The Company does not anticipate recognizing any significant losses relating to these arrangements.

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SEGMENTS

The Company is engaged in the manufacture, marketing and development of specialty plasma-derived biologics. The Company’s ADMA BioManufacturing operating segment reflects the Company’s immunoglobulin manufacturing, commercial and development operations in Boca Raton, Florida. The Plasma Collection Centers operating segment consisted ofseven plasma collection facilities as of September 30, 2026 andten plasma collection facilities as of December 31, 2025, all located throughout the United States. All facilities were operational, collecting plasma and holding FDA licenses as of each respective period. The Company defines its operating segments as those business units whose operating results are regularly reviewed by the chief operating decision maker (“CODM”) to analyze performance and allocate resources. The Corporate information included in the reconciliations below generally consists of certain unallocated general and administrative overhead expenses and interest expense on the Company’s senior debt (see Note 7). The Company’s CODM is its President and Chief Executive Officer. For the Company’stwo operating segments, the CODM uses income before taxes as the measure of segment profit to determine the allocation of resources for each segment. Transactions between thetwo operating segments consist solely of the transfer of raw material plasma inventory at cost from the Plasma Collection Centers segment to the ADMA BioManufacturing segment with no markup or intercompany profit. Income tax benefit/expense is recorded in the Corporate entity and is not allocated to the operating segments. Summarized financial information concerning reportable segments is shown in the following tables:

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(a)- Primarily includes compensation expense, including stock-based compensation expense, for certain executive officers and consultants, insurance, legal and investor relations expenses and accounting and tax fees that are not allocated to the Company's operating segments.

(b)- Primarily consists of cash and deferred tax assets.

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(a) - Primarily includes compensation expense, including stock-based compensation expense, for certain executive officers and consultants, insurance, legal and investor relations expenses and accounting and tax fees that are not allocated to the Company's operating segments.

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(a) - Primarily includes compensation expense, including stock-based compensation expense, for certain executive officers and consultants, insurance, legal and investor relations expenses and accounting and tax fees that are not allocated to the Company's operating segments.

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(a) - Primarily includes compensation expense, including stock-based compensation expense, for certain executive officers and consultants, insurance, legal and investor relations expenses and accounting and tax fees that are not allocated to the Company's operating segments.

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Net revenues according to geographic area, based on the location of where the product is shipped, were as follows:

Net revenues, disaggregated by product, are as follows:

(1) Due to Nabi-HB historically representing less than 10% of the Company’s revenue within the ADMA BioManufacturing segment, it has been included under intermediates and other.

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LEASE OBLIGATIONS

Aggregate lease expense for the Company’s leases for the three months ended September 30, 2026 and 2025 was approximately $0.5 million and $0.6 million, respectively, and aggregate lease expense for the nine months ended September 30, 2026 and 2025 was approximately $1.4 million and $1.8 million, respectively. Cash paid for the Company’s leases for the three months ended September 30, 2026 and 2025 was approximately $0.5 million and $0.6 million, respectively, and cash paid for the nine months ended September 30, 2026 and 2025 was approximately $1.5 million and $1.9 million, respectively.

The Company has aggregate lease liabilities of $6.9 million and $7.7 million as of September 30, 2026 and December 31, 2025, respectively, which are comprised primarily of the leases for the Company’s plasma collection centers. As of September 30, 2026, the Company’s operating leases have a weighted-average remaining term of 5.0 years. Scheduled payments under the Company’s lease obligations are as follows (in thousands):

INCOME TAXES

The Company uses the estimated annual effective tax rate approach as prescribed by ASC 740-270, Interim Reporting, to calculate its interim provision for income taxes.

The effective tax rate for the three and nine months ended September 30, 2026 differed from the federal statutory rate primarily due to the effect of state income taxes and the gain on sale of the plasma centers, offset by the excess tax benefits on stock-based compensation. The effective tax rate for the three and nine months ended September 30, 2025 differed from the federal statutory tax rate primarily due to the excess tax benefits on stock-based compensation.

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Supplemental cash flow information for the nine months ended September 30, 2026 and 2025 is as follows:

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Item 2.