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).
1. Name and Address of Reporting Person *
Militello John

(Last) (First) (Middle)
C/O ROCKET PHARMACEUTICALS, INC.
9 CEDARBROOK DRIVE

(Street)
CRANBURY NJ 08512

(City) (State) (Zip)
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
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
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
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