Peter J. Mariani - 24 Feb 2025 Form 4 Insider Report for Cytosorbents Corp (CTSO)

Reporting relationship: Chief Financial Officer
Issuer ticker: CTSO
Reported as of: 24 Feb 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 26 Feb 2025, 19:28:35 UTC
Prior SEC filing: 22 Jan 2025
Next SEC filing: 08 Aug 2025
Source filing: View source filing
Reporting owner signature: /s/ Peter J. Mariani

Key filing fact

Peter J. Mariani filed Form 4 for Cytosorbents Corp (CTSO) on 26 Feb 2025.

Key facts

This page summarizes Peter J. Mariani's Form 4 filing for Cytosorbents Corp (CTSO).
2 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 26 Feb 2025, 19:28.

Change

Previous filing in this sequence was filed on 22 Jan 2025.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CTSO transaction

Common Stock

Exercise of out-of-the-money derivative security

Transaction value: $36,866
Shares: +32,625
Change %: +7.5%
Price: $1.13
Shares after: 466,613
Date: 24 Feb 2025
Ownership: Direct
Footnotes: F1, F2, F3, F4, F5, F6

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CTSO transaction Derivative

Series A Right Warrants (right to buy)

Exercise of out-of-the-money derivative security

Transaction value: $36,866
Shares: -32,625
Change %: -100%
Price: $1.13
Shares after: 0
Date: 24 Feb 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 32,625
Exercise price: $1.13
Footnotes: F1, F2

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 6 footnotes

Footnote F1

On January 17, 2025, the Reporting Person exercised certain subscription rights certificates received pursuant to a rights offering (the "Rights Offering") with CytoSorbents Corporation (the "Issuer") whereby the Reporting Person received Units consisting of an aggregate of 32,625 (i) shares of Issuer's common stock, par value $0.001 per share (the "Common Stock"), (ii) Series A Warrants to purchase one share of Common Stock, and (iii) Series B Warrants to purchase one share of Common Stock, at a subscription purchase price of $1.00 per unit for an aggregate cost of $32,625. The Rights Offering closed on January 10, 2025 (the "Closing Date").

Footnote F2

The Series A Right Warrants exercise price was calculated as 90% of the 5-day volume weighted average price of the Issuer's Common Stock over the 5-trading days prior to the expiration date of the Series A Right Warrants, rounded down to the nearest whole cent but (x) not lower than $1.00 and (y) not higher than $2.00.

Footnote F3

Includes (a) 110,000 restricted stock units ("RSUs"), which will be settled into the Issuer's common stock, par value $0.001 per share (the "Common Stock"), upon vesting upon the earlier of (i) a "Change In Control" of the Issuer, as defined in the Reporting Person's employment agreement (the "Employment Agreement"), or (ii) the fourth anniversary from the date of grant, subject to the Reporting Person's continued service as of the applicable vesting date;

Footnote F4

(continued from footnote 3) (b) 65,000 RSUs, which shall vest as to one-half of the award on each of the first and second anniversaries 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 upon vesting;

Footnote F5

(continued from footnote 4) (c) 175,000 RSUs, which will be settled into Common Stock upon a "Change In Control" of the Issuer, as defined in the Reporting Person's Employment Agreement, subject to the Reporting Person's continued service as of the applicable vesting date; and

Footnote F6

(continued from footnote 5) (d) 116,613 shares of Common Stock owned by the Reporting Person.