Sec Form 4 Filing - Capponi Vincent @ Cytosorbents Corp - 2019-08-16

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
Capponi Vincent
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 Operating Officer
(Last) (First) (Middle)
C/O CYTOSORBENTS CORPORATION, 7 DEER PARK DRIVE, SUITE K
3. Date of Earliest Transaction (MM/DD/YY)
08/16/2019
(Street)
MONMOUTH JUNCTION, NJ08852
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 08/16/2019 M 4,600 A $ 4.325 372,501 ( 1 ) ( 2 ) 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
Stock Option (right to buy) $ 4.325 08/16/2019 M 4,600 ( 3 ) 01/04/2020 Common Stock 4,600 $ 0 15,400 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Capponi Vincent
C/O CYTOSORBENTS CORPORATION
7 DEER PARK DRIVE, SUITE K
MONMOUTH JUNCTION, NJ08852
Chief Operating Officer
Signatures
/s/ Kathleen P. Bloch attorney-in-fact for Vincent Capponi 08/16/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes (i) the following restricted stock units ("RSUs") that will be settled into 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: (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; (ii) the following RSUs subject to vesting in three equal annual installments with the first of such vesting beginning on 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: (a) 36,067 RSUs granted on July 22, 2019 and unvested as of the date hereof,
( 2 )(b) 3,080 granted on March 4, 2019 and unvested as of the date hereof and (c) 12,667 RSUs granted on February 28, 2018 and unvested as of the date hereof; and (iii) 113,687 shares of common stock owned by the reporting person, inclusive of the 4,600 shares of common stock reported on this Form 4.
( 3 )The option, representing a right to purchase a total of 20,000 shares of common stock (after giving effect to the issuer's twenty-five-for-one reverse split) became exercisable in five equal annual installments, with the first installment vesting on the date of grant.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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