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Adam S. Grossman

Adam S. Grossman

President and Chief Executive Officer at ADMA BIOLOGICS
CEO
Executive
Board

About Adam S. Grossman

Adam S. Grossman (age 48) is ADMA’s co‑founder, President, Chief Executive Officer and a Class II director; he has served as director since 2007, COO from 2007–2011, and CEO since October 2011; he also served as Interim CFO from April–July 2024. He holds a B.S. in Business Administration (International Business & Marketing) from American University and has 25+ years of blood/plasma industry experience (MedImmune, American Red Cross, National Hospital Specialties, GenesisBPS). In 2024, ADMA delivered record revenue of $426.5M (+65% y/y) and shifted to strong profitability (FY2024 net income $197.7M), while the stock rose 277% from $4.55 (Jan 2, 2024) to $17.15 (Dec 31, 2024); the “pay versus performance” TSR index shows $100 → $379.42 (+279%) in 2024.

Past Roles

OrganizationRoleYearsStrategic Impact
ADMA BiologicsPresident & COO2007–Oct 2011Co‑founded ADMA; built commercial/operations foundation pre‑CEO.
ADMA BiologicsInterim CFOApr 2024–Jul 2024Finance transition support during CFO change; continuity of capital markets and reporting.
National Hospital Specialties / GenesisBPSEVP1994–2011Product launches, BD, sales force management across blood/plasma tools.
MedImmuneMarketing (RSV/CMV immunoglobulins)n/aCommercial experience in immunoglobulins aligned to ADMA’s end‑market.
American Red CrossBiomedical Services (new products)n/aPlasma/blood supply chain and product launch experience.

External Roles

OrganizationRoleYearsNotes
Plasma Protein Therapeutics Association (PPTA)Chair, North America BoardSince Sep 2023Industry leadership; policy and market visibility.

Fixed Compensation

  • Base salary: $800,000 for 2024 (up from $750,000 in 2023). Target annual bonus: 85% of base for 2024.
  • Actual annual bonus paid for 2024 performance: 150% of base ($1,020,000), reflecting 135% corporate goal achievement plus a +15% individual performance adjustment. Paid March 2025.

Performance Compensation

2024 Annual Bonus Metrics and Outcomes

MetricWeightAcceleratorAchievement
Conformance batches completed; FDA‑filed PAS for yield enhancement20%FDA acceptance for PAS40%
Fill‑finish enhancement FDA submission (prep/file/accept)15%5%
Plasma collection cost targets & BioCenters streamlining15%15%
Drug substance batches vs internal targets15%Exceed targets → +5%20%
IT/Finance infra & Mfg document control upgrades by 12/31/2410%10%
Revenue > budget; opex within budget (ASCENIV mix)25%Revenue exceeds budget by Board target → +20%45%
Total Corporate Achievement100%+45% from accelerators135%
CEO Individual AdjustmentBoard discretion (+/‑15%)+15% → 150% payout

2024 Long‑Term Incentives (granted)

AwardGrant DateQuantityFair ValueVestingStrike/Term
RSUs2/26/2024557,728$3,011,7314 equal annual installments on grant anniversariesn/a
Stock Options2/26/2024870,950$3,042,27425% at 1‑yr; remaining 75% monthly over next 36 months$5.40; expires 2/26/2034
  • Equity grant timing: The company adopted practices beginning Mar 1, 2024 to avoid option grants 4 business days before / 1 day after material disclosures. The 2/26/2024 CEO option grant occurred two business days before FY2023 results/10‑K; disclosed price impact −0.37%.

2024 Realized Equity Activity (vesting/exercises)

2024 ActivitySharesValue
Options exercised626,245$8,020,796
RSUs vested528,854$4,896,754

Multi‑Year CEO Compensation (Summary Compensation Table)

Component ($)202220232024
Salary636,540 750,000 800,000
Bonus (legacy column)837,351 793,125
Stock Awards (RSUs, grant‑date FV)501,000 1,921,878 3,011,731
Option Awards (grant‑date FV)629,064 2,527,844 3,042,274
Non‑Equity Incentive (Annual Bonus)1,020,000
All Other Comp (benefits)45,545 46,802 44,729
Total2,649,501 6,039,649 7,918,734

Equity Ownership & Alignment

  • Beneficial ownership (3/31/2025): 3,670,442 shares (1.5% of outstanding). Components: 1,029,684 directly; 580,957 via Hariden, LLC (managing member); 1,143,426 via Areth, LLC (control person); plus 916,375 options exercisable within 60 days. Excludes 1,626,408 unvested options and 1,032,166 unvested RSUs.
  • Shares pledged: 712,326 shares pledged under a secured margin line with JPMorgan Chase Bank dated Jan 2, 2025 (pledging is an alignment risk).
  • Outstanding/unvested at 12/31/2024: Unvested RSUs 45,788 (2021), 150,000 (2022), 430,272 (2023), 557,728 (2024); unexercisable options 19,113 (2021, $2.35), 187,500 (2022, $1.67), 645,405 (2023, $3.35), 870,950 (2024, $5.40). Stock price $17.15 on 12/31/2024.

Employment Terms

ProvisionCEO (non‑CIC termination)CEO (CIC “double trigger”)Other Key Terms
Severance18 months base salary + 1.5x target bonus; 18 months COBRA24 months base salary + 2x target bonus; 24 months COBRADouble‑trigger equity acceleration upon qualifying termination in connection with a change in control; non‑CIC termination provides additional 1 year of vesting on outstanding equity; post‑termination option exercise up to 24 months (subject to 10‑yr term). 280G best‑net cutback; non‑compete, non‑solicit, confidentiality, mutual non‑disparagement.
Estimated payouts (12/31/2024 basis)$20.45M total (incl. equity vesting value)$45.66M total (incl. equity vesting value)Based on $17.15/share at 12/31/2024.

Board Governance

  • Role: President & CEO and director (since 2007). Not a member of Audit, Compensation, or Governance & Nominations committees (all‑independent composition).
  • Leadership structure: Chairman (Steven A. Elms) is independent and separate from CEO; Board cites separation to enhance oversight and reduce information/control risks.
  • Independence and attendance: 5 of 7 directors are independent per Nasdaq; no director attended <75% of meetings in 2024.
  • Nominating rights: Dr. Jerrold B. Grossman (Vice Chair; Adam’s father) is nominee of Hariden, LLC (controlled by Adam); Aisling Capital has a designated nominee (Elms) as part of 2012 financing rights.
  • Related party transactions: Shared Services Agreement with Areth (controlled by Dr. Grossman and Adam) — $120,000 paid in 2024; purchases of equipment/services from GenesisBPS (owned by Dr. Grossman and Adam) — $0.2M in 2024.

Compensation Committee/Peer Group and Say‑on‑Pay

  • Consultants: Radford Aon (most of 2024) and Pay Governance (since Oct 2024); both deemed independent; peer group updated to reflect higher valuation/market cap.
  • 2024 peer group (select): Amylyx, ANI, Anika, Aurinia, BioCryst, Catalyst, Coherus, Collegium, Corcept, Deciphera, Dynavax, Eagle, Harmony, ImmunoGen, Ironwood, MiMedx, Mirum, Pacira, Supernus, Travere, Vanda, Vericel.
  • Clawback: Adopted Dec 1, 2023, compliant with SEC/Nasdaq; applies to incentive comp after Oct 2, 2023 upon restatement, regardless of misconduct.
  • Hedging/shorting: Insider Trading Policy prohibits derivatives/shorting; no standalone “no hedging” policy document.
  • 2025 ballot includes Say‑on‑Pay and Say‑on‑Frequency; results not yet disclosed.

Performance & Track Record

  • 2024 highlights: Revenue $426.5M (+65% y/y); market cap +$3.1B (to $4.1B); stock +277% in 2024; ending cash >$103M; net cash position after debt repayments; multiple long‑term high‑titer plasma supply contracts (access to ~250 collection centers); FDA Prior Approval Supplement submitted for ~20% yield enhancement (target mid‑2025 approval); “ADMAlytics” AI program implemented; pilot batch of SG‑001 (S. pneumonia hyperimmune) with potential $300–$500M peak revenue.

ADMA Financial Performance (context for pay-for-performance)

MetricFY 2021FY 2022FY 2023FY 2024
Revenues ($)80,943,000 *154,080,000 *258,215,000 *426,454,000 *
EBITDA ($)−52,078,000*−32,252,000*32,764,000*147,028,000*
Net Income ($)−71,648,000*−65,904,000*−28,239,000*197,673,000 *
*Values retrieved from S&P Global.

Vesting Schedules and Potential Selling Pressure

  • RSUs vest in four equal annual installments on the grant date anniversaries; 2024 grant implies annual vest events through 2028. Options vest 25% at one year and 75% monthly over the next three years, creating continual monthly unlocks after the one‑year cliff.
  • 2024 realized activity included 626,245 options exercised ($8.0M value) and 528,854 RSUs vested ($4.9M value), indicating meaningful liquidity events and potential sell‑to‑cover; future monthly option vesting plus annual RSU cliffs suggest recurring supply.

Risk Indicators & Red Flags

  • Share pledging: 712,326 shares pledged to JPMorgan as collateral (margin line); can force selling in drawdown scenarios.
  • Related party transactions: Ongoing agreements with Areth and GenesisBPS (controlled by Grossman family entities).
  • Grant timing optics: CEO option grant occurred two business days before FY2023 results/10‑K; policy updated in March 2024 to tighten timing.
  • Family/nomination ties: Vice Chair (father) with designation rights via Hariden; perceptions of entrenchment risk.
  • Late Section 16 filing: One late Form 4 reported for Adam on Jan 5, 2024.

Equity Ownership & Alignment Detail

ItemAmount/Notes
Beneficial ownership3,670,442 shares (1.5% of outstanding).
Direct holdings1,029,684 shares.
Indirect holdings580,957 (Hariden, LLC); 1,143,426 (Areth, LLC).
Options exercisable (≤60 days)916,375.
Unvested equity1,626,408 options; 1,032,166 RSUs (not vesting within 60 days).
Pledged shares712,326 (JPMorgan secured margin line, 1/2/2025).
Outstanding unvested awards (detail)See Outstanding Equity Awards table (strike prices $1.67–$5.40 vs $17.15 YE24).

Board Service, Committees, Independence Considerations

  • Board service: Director since 2007; CEO since 2011; not on any Board committees (which are fully independent).
  • Independence: 5 of 7 directors independent; CEO is a management director; Chair/CEO roles are separated; however, father‑son relationship and nomination rights may raise perceived independence concerns despite formal structures.

Investment Implications

  • Alignment and incentives: CEO pay is highly equity‑loaded (options + RSUs) and annual cash bonus scaled to measurable operating and financial KPIs (revenue/opex, manufacturing throughput, FDA process). 2024 payout at 150% aligned with exceptional revenue growth and stock performance.
  • Retention and change‑in‑control: Robust CIC protection (2x salary + 2x target bonus plus full equity acceleration) may ensure continuity but creates sizeable potential payouts; outside CIC, severance remains meaningful (1.5x target bonus + 18 months salary) with partial equity vesting credit.
  • Trading/flow risks: Significant ongoing vesting cadence, 2024 exercises, and pledged shares could introduce periodic selling pressure; monitor upcoming RSU cliffs (annual through 2028) and monthly option vests.
  • Governance watch‑items: Related‑party transactions with entities controlled by the Grossman family and nomination rights warrant continued oversight despite separated Chair/CEO structure and independent committees.
  • Execution track record: 2024 execution (65% revenue growth, profitability inflection, supply expansion, yield‑enhancing PAS filed, AI/ops initiatives) supports pay‑for‑performance and may sustain estimate momentum if regulatory and supply milestones are met in 2025.