UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 25, 2017

Registrant’s telephone number, including area code: (201) 478-5552

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ý

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

ADMA Biologics, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 25, 2017. At the Annual Meeting, the following matters were submitted to a vote of stockholders:

At the close of business on April 26, 2017, the record date for the determination of stockholders entitled to vote at the Annual Meeting, there were 12,886,741 shares of the Company’s Common Stock outstanding and entitled to vote at the Annual Meeting. The holders of 10,557,623 shares of the Company’s Common Stock were represented in person or by proxy at the Annual Meeting, constituting a quorum.

At the Annual Meeting, the two directors were elected, and the other proposals submitted to stockholders were each approved.

Proposal No. 1 — Approval of the Purchase Agreement and the Transaction, including the issuance of the Biotest Equity Interest

The vote with respect to the approval of the Purchase Agreement and the Transaction, including the issuance of the Biotest Equity Interest, was as follows:

The Transaction is expected to close on or about June 5, 2017.

Proposal No. 2 — Approval of the adoption of an amended and restated certificate of incorporation of the Company

The vote with respect to the approval of the adoption of an amended and restated certificate of incorporation of the Company was as follows:

Proposal No. 3 — Approval of the adoption of an amendment and restatement of the ADMA Biologics, Inc. 2014 Omnibus Incentive Compensation Plan

The vote with respect to the approval of the adoption of an amendment and restatement of the ADMA Biologics, Inc. 2014 Omnibus Incentive Compensation Plan was as follows:

Proposal No. 4 — Election of Class I Directors

The vote with respect to the election of Class I directors was as follows:

Proposal No. 5 — Ratification of the Appointment of Independent Registered Public Accounting Firm

The vote with respect to the ratification of the appointment of CohnReznick LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017 was as follows:

Proposal No. 6 — Adjournment of the Annual Meeting, if Necessary

The vote with respect to the proposal to adjourn the Annual Meeting, if necessary, to solicit additional proxies, in the event that there are not sufficient votes at the time of the Annual Meeting to approve any of the other proposals presented, was as follows:

On May 30, 2017, ADMA Biologics, Inc. (the “Company”), issued a press release announcing that its stockholders voted to approve the Transaction at the Annual Meeting.

The full text of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

(d) Exhibits.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.