4//SEC Filing
Capponi Vincent 4
Accession 0001104659-25-005356
CIK 0001175151other
Filed
Jan 21, 7:00 PM ET
Accepted
Jan 22, 8:34 PM ET
Size
15.0 KB
Accession
0001104659-25-005356
Insider Transaction Report
Form 4
Capponi Vincent
Chief Operating Officer
Transactions
- Other
Series B Right Warrants
2025-01-17+31,760→ 31,760 totalFrom: 2025-01-17Exp: 2025-04-10→ Common Stock (31,760 underlying) - Exercise of In-Money
Subscription Rights (right to buy)
2025-01-17−31,760→ 0 totalExercise: $1.00From: 2024-12-09Exp: 2025-01-10→ Common Stock (31,760 underlying) - Exercise of In-Money
Common Stock
2025-01-17$1.00/sh+31,760$31,760→ 665,168 total - Other
Series A Right Warrants
2025-01-17+31,760→ 31,760 totalFrom: 2025-01-17Exp: 2025-02-24→ Common Stock (31,760 underlying)
Footnotes (9)
- [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 31,760 (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 $31,760. The Rights Offering closed on January 10, 2025 (the "Closing Date").
- [F2]Includes: (i) the following RSUs, which vest as to two-thirds of the award on the first year anniversary of the date of grant and one-third of the award on the second year 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, par value $0.001 per share (the "Common Stock"), of the Company upon vesting: 73,000 RSUs granted on July 7, 2023 and of which 24,334 RSUs remain unvested as of the date hereof;
- [F3](continued from footnote 2) (ii) the following RSUs that will be settled into 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) 10,100 RSUs granted on March 15, 2018, (b) 17,900 RSUs granted on February 24, 2017, (c) 54,000 RSUs granted on June 7, 2016 and (d) 125,000 RSUs granted on April 8, 2015;
- [F4](continued from footnote 3) (iii) the following RSUs, which vest in equal parts on the first year anniversary of the date of grant and the second year 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 of the Company upon vesting: 81,000 RSUs granted on April 2, 2024 and remain unvested as of the date hereof; and
- [F5](continued from footnote 4) (iv) 352,834 shares of Common Stock owned by the reporting person.
- [F6]The Series A Right Warrants exercise price shall be equal to 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.
- [F7]The Series A Right Warrants expire 45 calendar days following the Closing Date.
- [F8]The Series B Right Warrants exercise price shall be equal to 90% of the 5-day volume weighted average price of our Common Stock over the 5-trading days prior to the expiration date of the Series B Right Warrants, rounded down to the nearest whole cent but (x) not lower than $2.00 and (y) not higher than $4.00.
- [F9]The Series B Right Warrants expire 90 calendar days following the Closing Date.
Documents
Issuer
Cytosorbents Corp
CIK 0001175151
Entity typeother
Related Parties
1- filerCIK 0001368151
Filing Metadata
- Form type
- 4
- Filed
- Jan 21, 7:00 PM ET
- Accepted
- Jan 22, 8:34 PM ET
- Size
- 15.0 KB