SEC FORM 4

SEC FORM 4SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Militello John

(Last)

(First)

(Middle)

C/O ROCKET PHARMACEUTICALS, INC.

9 CEDARBROOK DRIVE

(Street)

CRANBURY

NEW JERSEY

08512

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ROCKET PHARMACEUTICALS, INC. [ RCKT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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 (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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$18.75	05/26/2026		D			10,000	⁽²⁾	03/29/2028	Common Stock	10,000	⁽¹⁾	0	D
Stock Option (Right to Buy)	$20.61	05/26/2026		D			10,000	⁽³⁾	06/25/2028	Common Stock	10,000	⁽¹⁾	0	D
Stock Option (Right to Buy)	$14.56	05/26/2026		D			20,000	⁽⁴⁾	01/28/2029	Common Stock	20,000	⁽¹⁾	0	D
Stock Option (Right to Buy)	$10.85	05/26/2026		D			10,000	⁽⁵⁾	09/02/2029	Common Stock	10,000	⁽¹⁾	0	D
Stock Option (Right to Buy)	$22.72	05/26/2026		D			20,000	⁽⁶⁾	02/06/2030	Common Stock	20,000	⁽¹⁾	0	D
Stock Option (Right to Buy)	$23.89	05/26/2026		D			2,000	⁽⁷⁾	02/10/2030	Common Stock	2,000	⁽¹⁾	0	D
Stock Option (Right to Buy)	$24.82	05/26/2026		D			18,000	⁽⁸⁾	08/03/2030	Common Stock	18,000	⁽¹⁾	0	D
Stock Option (Right to Buy)	$62.32	05/26/2026		D			18,000	⁽⁹⁾	02/04/2031	Common Stock	18,000	⁽¹⁾	0	D
Stock Option (Right to Buy)	$19.05	05/26/2026		D			27,003	⁽¹⁰⁾	02/14/2032	Common Stock	27,003	⁽¹⁾	0	D
Stock Option (Right to Buy)	$13.12	05/26/2026		D			28,910	⁽¹¹⁾	04/18/2032	Common Stock	28,910	⁽¹⁾	0	D
Stock Option (Right to Buy)	$20.04	05/26/2026		D			49,798	⁽¹²⁾	02/14/2033	Common Stock	49,798	⁽¹⁾	0	D
Stock Option (Right to Buy)	$30.01	05/26/2026		D			24,545	⁽¹³⁾	02/16/2034	Common Stock	24,545	⁽¹⁾	0	D
Stock Option (Right to Buy)	$3	05/26/2026		A		51,509		⁽¹⁴⁾	05/26/2031	Common Stock	51,509	⁽¹⁾	51,509	D
Stock Option (Right to Buy)	$3	05/26/2026		A		15,002		⁽¹⁴⁾	02/14/2032	Common Stock	15,002	⁽¹⁾	15,002	D
Stock Option (Right to Buy)	$3	05/26/2026		A		16,061		⁽¹⁴⁾	04/18/2032	Common Stock	16,061	⁽¹⁾	16,061	D
Stock Option (Right to Buy)	$3	05/26/2026		A		24,899		⁽¹⁴⁾	02/14/2033	Common Stock	24,899	⁽¹⁾	24,899	D
Stock Option (Right to Buy)	$3	05/26/2026		A		9,091		⁽¹⁵⁾	02/16/2034	Common Stock	9,091	⁽¹⁾	9,091	D

Explanation of Responses:

1. On May 26, 2026, the Issuer cancelled, pursuant to an option exchange program, eligible out-of-the-money stock options tendered by the Reporting Person, in exchange for the issuance of replacement stock options with an exercise price of $3.00, which was the closing price of the Issuer's Common Stock on the Nasdaq Global Market on May 26, 2026.

2. This option represents a right to purchase a total of 10,000 shares of the Issuer's Common Stock, 3,336 of which will become fully vested and exercisable on March 29, 2019, with the remaining 6,664 shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

3. This option represents a right to purchase a total of 10,000 shares of the Issuer's Common Stock, 3,336 of which will become fully vested and exercisable on June 25, 2019, with the remaining 6,664 shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

4. This option represents a right to purchase a total of 20,000 shares of the Issuer's Common Stock, 6,672 of which will become fully vested and exercisable on January 28, 2020, with the remaining 13,328 shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

5. This option represents a right to purchase a total of 10,000 shares of the Issuer's Common Stock, 3,336 of which will become fully vested and exercisable on September 2, 2020, with the remaining 6,664 shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

6. This option represents a right to purchase a total of 20,000 shares of the Issuer's Common Stock, one-third of which will become fully vested and exercisable on February 6, 2021, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

7. This option represents a right to purchase a total of 2,000 shares of the Issuer's Common Stock, one-third of which will become fully vested and exercisable on February 10, 2021, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

8. This option represents a right to purchase a total of 18,000 shares of the Issuer's Common Stock, one-third of which will become fully vested and exercisable on August 3, 2021, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

9. The option represents a right to purchase a total of 18,000 shares of the Issuer's Common Stock, one-third of which will become fully vested and exercisable on February 4, 2022, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

10. This option represents a right to purchase a total of 27,003 shares of the Issuer's common stock, one-third of which will become fully vested and exercisable on February 14, 2023, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

11. This option represents a right to purchase a total of 28,910 shares of the Issuer's common stock, one-third of which will become fully vested and exercisable on April 18, 2023, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

12. This option represents a right to purchase a total of 49,798 shares of the Issuer's common stock, one-third of which will become fully vested and exercisable on February 14, 2024, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

13. This option represents a right to purchase a total of 24,545 shares of the Issuer's common stock, one-third of which will become fully vested and exercisable on February 16, 2026, with the remaining shares vesting in equal quarterly installments over the following two years, subject to the reporting person's continued employment with the Issuer.

14. Represents a right to purchase shares of the Issuer's common stock, which will become fully vested on May 26, 2027, subject to the reporting person's continued employment with the Issuer.

15. This option represents a right to purchase a total of 9,091 shares of the Issuer's common stock, one-half of which will become fully vested and exercisable on May 26, 2027, with the remaining shares becoming fully vested and exercisable on May 26, 2028, in each case, subject to the reporting person's continued employment with the Issuer.

Remarks:

Vice President of Finance, Treasurer, Principal Accounting Officer

	/s/ Martin Wilson, as attorney-in-fact for John Militello	05/28/2026
	** 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.
* Form 4: SEC 1474 (03-26)

SEC Form 4 filed by Officer Militello John