Kathleen P. Bloch - Aug 10, 2022 Form 4 Insider Report for Cytosorbents Corp (CTSO)

Role
Chief Financial Officer
Signature
/s/ Kathleen P. Bloch
Stock symbol
CTSO
Transactions as of
Aug 10, 2022
Transactions value $
$0
Form type
4
Date filed
8/12/2022, 06:47 PM
Previous filing
Jun 6, 2022
Next filing
May 12, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CTSO Common Stock Award $0 +55.5K +15.87% $0.00 405K Aug 10, 2022 Direct F1, F2, F3, F4
holding CTSO Common Stock 33.7K Aug 10, 2022 See Note F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CTSO Stock Option (right to buy) Award $0 +75K $0.00 75K Aug 10, 2022 Common Stock 75K $1.95 Direct F6
transaction CTSO Stock Option (right to buy) Award $0 +215K $0.00 215K Aug 10, 2022 Common Stock 215K $1.95 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 Includes: (i) the following RSUs that will be settled into Common Stock upon a "Change In Control" of CytoSorbents Corporation (the "Company"), as defined in the Amended and Restated CytoSorbents Corporation 2014 Long-Term Incentive Plan: (a) 8,800 RSUs granted on March 15, 2018, (b) 15,700 RSUs granted on February 24, 2017, (c) 47,000 RSUs granted on June 7, 2016 and (d) 110,000 RSUs granted on April 8, 2015;
F3 (continued from footnote 2) (ii) 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 be settled into common stock of the Company upon vesting: (a) 16,484 RSUs granted on April 12, 2021 and unvested as of the date hereof and (b) 55,500 RSUs granted on August 10, 2022 reported on this Form 4 and unvested as of the date hereof; and
F4 (continued from footnote 3) (iii) 151,677 shares of Common Stock owned by the Reporting Person.
F5 Includes (i) 10,000 shares held by the Reporting Person's husband in a 401(k) account, (ii) 15,000 shares held by the Reporting Person's husband in an IRA account and (iii) 8,700 shares held by the Reporting Person's husband in a ROTH IRA account. The Reporting Person may be deemed the beneficial owner of such shares.
F6 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.
F7 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) 45,000 options will vest if the Company obtains U.S. Food and Drug Administration approval for its product DrugSorb, (ii) 45,000 options will vest if the Company achieves $80 million or more in annual ex-U.S. sales, (iii) 50,000 options will vest if the Company achieves $20 million or more in annual U.S. sales, and (iv) 75,000 options will vest if the Company achieves U.S. GAAP breakeven.