SEC Form 4 · accession 0001144204-15-022336
Cytosorbents Corp · CTSO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Phillip P. Chan
Officer — President and CEO · Director
Period of report
Apr 8, 2015
Accepted (ET)
Apr 10, 2015 · 8:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001175151
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 8, 2015 | A | 130,000 | $0.00 | A | 130,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F2 | $8.07 | Apr 8, 2015 | A | 70,000 | A | — | Apr 8, 2025 | Common Stock | 70,000 | 70,000 | D |
Explanation of responses
- F1These shares represent restricted stock units and will be settled into common stock upon vesting upon a "Change In Control" of CytoSorbents Corporation as defined in the CytoSorbents Corporation 2014 Long-Term Incentive Plan.
- F2Such options were granted pursuant to the CytoSorbents Corporation 2014 Long-Term Incentive Plan, 45% of which vest upon achieving 2015 budgeted revenues and not exceeding budgeted operating expenses; 30% of which vest upon achievement of multiple clinical trial objectives in calendar year 2015, as determined in the discretion of the Board of Directors; 15% of which vests upon demonstration of reasonable progress in the U.S. regulatory approval of one of CytoSorbents Corporation's products, as determined in the discretion of the Board of Directors; and 10% of which vests upon achievement of one or more new major strategic partnerships, as determined in the discretion of the Board of Directors.