Form 4 for CTSO Cytosorbents Corp
Accepted 2022-08-12 00:00:00 ET · period of report 2022-08-10 · accession 0001104659-22-090246 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2022-08-12 | 2022-08-10 | CTSO | Chan Phillip P. | CEO, Dir | A - Grant | $0.00 | +79.0K | 845.1K | +10% | $0 |
| DM | 2022-08-12 | 2022-08-10 | CTSO | Chan Phillip P. | CEO, Dir | A - Grant | $0.00 | +346.0K | 240.0K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2022-08-10 | A | A | 79,000 | $0.00 | 845,130 | D | — | — | (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. (F3) (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 shares of Common Stock upon vesting: (a) 24,000 RSUs granted on April 12, 2021 and unvested on the date hereof and (b) 79,000 RSUs granted on August 10, 2022 reported on this Form 4 and unvested as of the date hereof; and (F4) (continued from footnote 3) (c) 526,130 shares of the Common Stock owned by the reporting person. (F2) Includes (a) the following RSUs that will be settled into shares of Common Stock upon vesting upon a "Change In Control" of the Issuer 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; |
| 2 | Derivative | Stock Option (right to buy) | 2022-08-10 | A | A | 106,000 | $0.00 | 106,000 | D | $1.95 · — to 2032-08-10 | 106,000 Common Stock | (F5) 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. |
| 3 | Derivative | Stock Option (right to buy) | 2022-08-10 | A | A | 240,000 | $0.00 | 240,000 | D | $1.95 · — to 2032-08-10 | 240,000 Common Stock | (F6) 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) 60,000 options will vest if the Company obtains U.S. Food and Drug Administration approval for its product DrugSorb, (ii) 60,000 options will vest if the Company achieves $80 million or more in annual ex-U.S. sales, (iii) 60,000 options will vest if the Company achieves $20 million or more in annual U.S. sales, and (iv) 60,000 options will vest if the Company achieves U.S. GAAP breakeven. |