0001104659-22-090252.txt : 20220812 0001104659-22-090252.hdr.sgml : 20220812 20220812184850 ACCESSION NUMBER: 0001104659-22-090252 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: Capponi Vincent CENTRAL INDEX KEY: 0001368151 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36792 FILM NUMBER: 221161730 MAIL ADDRESS: STREET 1: MEDASORB TECHNOLOGIES STREET 2: 7 DEER PARK DRIVE, SUITE K CITY: MONMOUTH JUNCTION STATE: NJ ZIP: 08852 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 tm2223355-4_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-08-10 0 0001175151 Cytosorbents Corp CTSO 0001368151 Capponi Vincent C/O CYTOSORBENTS CORPORATION 305 COLLEGE ROAD EAST PRINCETON NJ 08540 0 1 0 0 President and COO Common Stock 2022-08-10 4 A 0 69000 0 A 512545 D Stock Option (right to buy) 1.95 2022-08-10 4 A 0 86000 0 A 2032-08-10 Common Stock 86000 86000 D Stock Option (right to buy) 1.95 2022-08-10 4 A 0 250000 0 A 2032-08-10 Common Stock 250000 250000 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 Common Stock upon vesting upon a "Change In Control" of CytoSorbents Corporation (the "Company") as defined in the Amended and Restated CytoSorbents Corporation 2014 Long-Term Incentive Plan (the "Plan"): (i) 10,100 RSUs granted on March 15, 2018, (ii) 17,900 RSUs granted on February 24, 2017, (iii) 54,000 RSUs granted on June 7, 2016 and (iv) 125,000 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 Common Stock upon vesting: (i) 20,739 RSUs granted on April 12, 2021 and unvested on the date hereof and (ii) 69,000 RSUs granted on August 10, 2022 reported on this Form 4 and unvested on the date hereof; and (continued from footnote 3) (c) 215,806 shares of 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) 70,000 options will vest if the Company obtains U.S. Food and Drug Administration approval for its product DrugSorb, (ii) 50,000 options will vest if the Company achieves $80 million or more in annual ex-U.S. sales, (iii) 100,000 options will vest if the Company achieves $20 million or more in annual U.S. sales, and (iv) 30,000 options will vest if the Company achieves U.S. GAAP breakeven. /s/ Kathleen P. Bloch attorney-in-fact for Vincent Capponi 2022-08-10