0001104659-23-126421.txt : 20231215 0001104659-23-126421.hdr.sgml : 20231215 20231215163043 ACCESSION NUMBER: 0001104659-23-126421 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231213 FILED AS OF DATE: 20231215 DATE AS OF CHANGE: 20231215 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: 231490801 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 tm2332958-1_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2023-12-13 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 0 Common Stock 2023-12-13 4 P 0 75188 1.33 A 1068704 D Common Stock Warrant (Right to Buy) 2.00 2023-12-13 4 P 0 26315 A 2023-12-13 2028-12-13 Common Stock 26315 26315 D These securities were purchased by the reporting person in the registered direct offering of CytoSorbents Corporation (the "Company"), which closed on December 13, 2023. In the offering, each share of common stock, par value $0.001 per share (the "Common Stock") of the Company was purchased together with an accompanying warrant to purchase up to 0.35 shares of Common Stock, at a combined offering price of $1.33 per share of Common Stock and accompanying warrant. Includes: (i) the following restricted stock units ("RSUs") (which vest as to two-thirds of the award on the first anniversary of the date of grant and onethird of the award on 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: 87,000 RSUs granted on July 7, 2023 and unvested as of the date hereof; (continued from footnote 2) (ii) the following RSUs that will be settled into shares of Common Stock upon vesting upon a "Change In Control" of the Company 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 3) (iii) 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: 26,334 RSUs granted on August 10, 2022 and unvested as of the date hereof; and (continued from footnote 4) (iv) 739,370 shares of Common Stock owned by the reporting person. /s/ Kathleen P. Bloch attorney-in-fact for Phillip P. Chan 2023-12-15