CYTOSORBENTS CORPORATION (NASDAQ:CTSO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 15, 2018, the Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of CytoSorbents Corporation (the “Company”) approved the following annual base salaries and incentive awards for its executive officers, as set forth below:
| Name | Position |
Fiscal Year 2018 Base Salary |
Stock Options (5)(6) |
Change in Control Restricted Stock Units (5)(7) |
|
| Phillip P. Chan, MD, PhD | President and Chief Executive Officer | 400,000 | (1) | 117,750 | 10,300 |
| Vincent J. Capponi | Chief Operating Officer | 332,000 | (2) | 110,350 | 10,100 |
| Kathleen P. Bloch | Chief Financial Officer | 295,000 | (3) | 93,500 | 8,800 |
| Eric R. Mortensen | Chief Medical Officer | 339,000 | (4) | 80,000 | 20,000 |
| (1) | Represents approximately a 5.8% increase in annual base salary; effective as of January 1, 2018. |
| (2) | Represents approximately a 5.7% increase in annual base salary; effective as of January 1, 2018. |
| (3) | Represents approximately a 7.3% increase in annual base salary; effective as of January 1, 2018. |
| (4) | Represents approximately a 2.7% increase in annual base salary; effective as of January 1, 2018. |
| (5) | Grant date was March 15, 2018. |
| (6) | The vesting of these stock options is based upon the achievement of the following performance milestones, to be determined in the sole discretion of the Board: |
| · | 35% vest upon achieving 2018 budgeted revenues and not exceeding budgeted operating expenses, based upon metrics as determined by the Board. |
| · | 32.5% vest upon achievement of certain regulatory approval and clinical trial objectives in calendar year 2018, as determined by the Board. |
| · | 17.5% vest upon meeting certain financial and operating goals for calendar year 2018, as determined by the Board. |
| · | 15% vest upon achievement of one or more new or expanded major strategic partnerships in calendar year 2018, as determined by the Board. |
| (7) | These restricted stock units will be settled into shares of the Company’s common stock upon vesting upon a “Change In Control” of the Company, as defined in the CytoSorbents Corporation 2014 Long-Term Incentive Plan. |
The adjustments to base salary described above were made in connection with each such executive officer’s annual performance review. The stock options and restricted stock units were awarded in the discretion of the Compensation Committee under the Company’s 2014 Long-Term Incentive Plan. Each option and restricted stock unit has a 10-year term and each option has a strike price of $7.90, the closing price of the Company’s common stock as reported on the NASDAQ Capital Market on the date of the grant.
About CYTOSORBENTS CORPORATION (NASDAQ:CTSO)
CytoSorbents Corporation is a critical care focused immunotherapy company. The Company is engaged in commercializing its product, CytoSorb, which is a blood purification technology with focus in preventing or treating multiple organ failure. The Company’s purification technologies are based on biocompatible, porous polymer beads that remove toxic substances from blood and other bodily fluids by pore capture and surface adsorption. The Company’s CytoSorb is an extracorporeal cytokine filter and is designed to reduce the cytokine storm that causes inflammation, organ failure and death in common critical illnesses, such as sepsis, burn injury, trauma, lung injury and pancreatitis. In addition, CytoSorb is used in other inflammatory conditions, such as cardiac surgery and autoimmune disease flares and cancer cachexia. It also has other products under development based upon its blood purification technology, including HemoDefend, ContrastSorb, DrugSorb, BetaSorb and others. CYTOSORBENTS CORPORATION (NASDAQ:CTSO) Recent Trading Information
CYTOSORBENTS CORPORATION (NASDAQ:CTSO) closed its last trading session up +0.20 at 7.85 with shares trading hands.
