0001104659-22-090254.txt : 20220812
0001104659-22-090254.hdr.sgml : 20220812
20220812184929
ACCESSION NUMBER: 0001104659-22-090254
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: Deliargyris Efthymios
CENTRAL INDEX KEY: 0001751617
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36792
FILM NUMBER: 221161732
MAIL ADDRESS:
STREET 1: C/O PLX PHARMA,INC.8285 EL RIO STREET
STREET 2: SUITE 210
CITY: HOUSTON
STATE: TX
ZIP: 77054
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
tm2223355-5_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2022-08-10
0
0001175151
Cytosorbents Corp
CTSO
0001751617
Deliargyris Efthymios
C/O CYTOSORBENTS CORPORATION
305 COLLEGE ROAD EAST
PRINCETON
NJ
08540
0
1
0
0
Chief Medical Officer
Common Stock
2022-08-10
4
A
0
55000
0
A
228384
D
Common Stock
2022-08-10
4
A
0
52000
0
A
283384
D
Stock Option (right to buy)
1.95
2022-08-10
4
A
0
74000
0
A
2032-08-10
Common Stock
74000
74000
D
Stock Option (right to buy)
1.95
2022-08-10
4
A
0
300000
0
A
2032-08-10
Common Stock
300000
300000
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) (i) 120,000 RSUs granted on April 9, 2020 and (ii) 55,000 RSUs granted on August 10, 2022 and reported on this Form 4, in each case 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";
(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: (a) 13,334 RSUs granted on April 12, 2021 and unvested on the date hereof; (b) 20,000 RSUs granted on April 9, 2020 and unvested on the date hereof and (c) 52,000 RSUs granted on August 10, 2022 reported on this Form 4 and unvested on the date hereof; and
(continued from footnote 3) (c) 23,050 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) 100,000 options will vest if the Company obtains one U.S. Food and Drug Administration approval for its product DrugSorb, (ii) 50,000 options will vest if the Company obtains a second U.S. Food and Drug Administration approval for its product DrugSorb, (iii) 60,000 options will vest if the Company achieves $80 million or more in annual ex-U.S. sales, (iv) 60,000 options will vest if the Company achieves $20 million or more in annual U.S. sales, and (v) 30,000 options will vest if the Company achieves U.S. GAAP breakeven.
These shares represent RSUs that will vest upon a "Change in Control" of the Company as defined in the Plan.
/s/ Kathleen P. Bloch attorney-in-fact for Efthymios Deliargyris
2022-08-10