0001104659-22-090246.txt : 20220812
0001104659-22-090246.hdr.sgml : 20220812
20220812184652
ACCESSION NUMBER: 0001104659-22-090246
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220810
FILED AS OF DATE: 20220812
DATE AS OF CHANGE: 20220812
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Chan Phillip P.
CENTRAL INDEX KEY: 0001442786
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36792
FILM NUMBER: 221161721
MAIL ADDRESS:
STREET 1: 1001 BRIGGS ROAD
STREET 2: SUITE 280
CITY: MOUNT LAUREL
STATE: NJ
ZIP: 08054
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Cytosorbents Corp
CENTRAL INDEX KEY: 0001175151
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 980373793
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 305 COLLEGE ROAD EAST
CITY: PRINCETON
STATE: NJ
ZIP: 08540
BUSINESS PHONE: 973-329-8885
MAIL ADDRESS:
STREET 1: 305 COLLEGE ROAD EAST
CITY: PRINCETON
STATE: NJ
ZIP: 08540
FORMER COMPANY:
FORMER CONFORMED NAME: MedaSorb Technologies CORP
DATE OF NAME CHANGE: 20060807
FORMER COMPANY:
FORMER CONFORMED NAME: GILDER ENTERPRISES INC
DATE OF NAME CHANGE: 20020611
4
1
tm2223355-2_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2022-08-10
0
0001175151
Cytosorbents Corp
CTSO
0001442786
Chan Phillip P.
C/O CYTOSORBENTS CORPORATION
305 COLLEGE ROAD EAST
PRINCETON
NJ
08540
1
1
0
0
Chief Executive Officer
Common Stock
2022-08-10
4
A
0
79000
0
A
845130
D
Stock Option (right to buy)
1.95
2022-08-10
4
A
0
106000
0
A
2032-08-10
Common Stock
106000
106000
D
Stock Option (right to buy)
1.95
2022-08-10
4
A
0
240000
0
A
2032-08-10
Common Stock
240000
240000
D
These shares represent restricted stock units ("RSUs") which shall vest as to one-third of the award on each of the date of grant, the first anniversary of the date of grant, and the second anniversary of the date of grant, subject to the reporting person's continued service as of the applicable vesting date, and will be settled into common stock, par value $0.001 per share (the "Common Stock") upon vesting.
Includes (a) the following RSUs that will be settled into shares of Common Stock upon vesting upon a "Change In Control" of the Issuer as defined in the Amended and Restated CytoSorbents Corporation 2014 Long-Term Incentive Plan (the "Plan"): (a) 10,300 RSUs granted on March 15, 2018, (b) 18,700 RSUs granted on February 24, 2017, (c) 57,000 RSUs granted on June 7, 2016 and (d) 130,000 RSUs granted on April 8, 2015;
(continued from footnote 2) (b) the following RSUs (which vest as to one-third of the award on each of the date of grant, the first anniversary of the date of grant, and the second anniversary of the date of grant, subject to the reporting person's continued service as of the applicable vesting date) and will settle into shares of Common Stock upon vesting: (a) 24,000 RSUs granted on April 12, 2021 and unvested on the date hereof and (b) 79,000 RSUs granted on August 10, 2022 reported on this Form 4 and unvested as of the date hereof; and
(continued from footnote 3) (c) 526,130 shares of the Common Stock owned by the reporting person.
These stock options were granted pursuant to the Plan. The shares underlying these stock options vest as to one-quarter of the award on each of the date of grant, the first anniversary of the date of grant, the second anniversary of the date of grant and the third anniversary of the date of grant, subject to the reporting person's continued service as of the applicable vesting date.
These stock options were granted pursuant to the Plan. The shares underlying these stock options will vest only upon the achievement of certain milestones before December 31, 2025. Specifically, (i) 60,000 options will vest if the Company obtains U.S. Food and Drug Administration approval for its product DrugSorb, (ii) 60,000 options will vest if the Company achieves $80 million or more in annual ex-U.S. sales, (iii) 60,000 options will vest if the Company achieves $20 million or more in annual U.S. sales, and (iv) 60,000 options will vest if the Company achieves U.S. GAAP breakeven.
/s/ Kathleen P. Bloch attorney-in-fact for Phillip P. Chan
2022-08-10