Sec Form 4 Filing - Deliargyris Efthymios @ Cytosorbents Corp - 2025-01-17

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Deliargyris Efthymios
2. Issuer Name and Ticker or Trading Symbol
Cytosorbents Corp [ CTSO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Medical Officer
(Last) (First) (Middle)
C/O CYTOSORBENTS CORPORATION, 305 COLLEGE ROAD EAST
3. Date of Earliest Transaction (MM/DD/YY)
01/17/2025
(Street)
PRINCETON, NJ08540
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/17/2025 X( 1 ) 16,233 A $ 1 ( 1 ) 403,025 ( 2 ) ( 3 ) ( 4 ) ( 5 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Subscription Rights (right to buy) $ 1 01/17/2025 X( 1 ) 16,233 12/09/2024 01/10/2025 Common Stock 16,233 $ 0 0 D
Series A Right Warrants ( 1 ) ( 6 ) 01/17/2025 J 16,233 01/17/2025 02/24/2025( 7 ) Common Stock 16,233 ( 6 ) 16,233 D
Series B Right Warrants ( 1 ) ( 8 ) 01/17/2025 J 16,233 01/17/2025 04/10/2025( 9 ) Common Stock 16,233 ( 8 ) 16,233 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Deliargyris Efthymios
C/O CYTOSORBENTS CORPORATION
305 COLLEGE ROAD EAST
PRINCETON, NJ08540
Chief Medical Officer
Signatures
/s/ Efthymios Deliargyris 01/22/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )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 16,233 (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 $16,233. The Rights Offering closed on January 10, 2025 (the "Closing Date").
( 2 )Includes: (i) the following RSUs, which vest as to two-thirds of the award on the first anniversary of the date of grant and one-third of the award on the second anniversary of the date of grant, subject to the reporting person's continued service as of the applicable vesting date) that will settle into shares of common stock, par value $0.001 per share (the "Common Stock") upon vesting: 55,000 RSUs granted on July 7, 2023 and of which 18,334 RSUs remain unvested as of the date hereof;
( 3 )(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) 120,000 RSUs granted on April 9, 2020 and (b) 55,000 RSUs granted on August 10, 2022;
( 4 )(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: 61,000 RSUs granted on April 2, 2024 and remain unvested as of the date hereof; and
( 5 )(continued from footnote 4) (iv) 148,691 shares of Common Stock owned by the reporting person.
( 6 )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.
( 7 )The Series A Right Warrants expire 45 calendar days following the Closing Date.
( 8 )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.
( 9 )The Series B Right Warrants expire 90 calendar days following the Closing Date.

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