Other Information.
+Added: 2026 Annual Meeting Date
+Added: The Board of Directors of the Company has set the date of the Company’s 2026 Annual Meeting of Stockholders (“Annual Meeting”) to August 13, 2026.
+Added: The exact time and place of the 2026 Annual Meeting will be specified in our Notice of 2026 Annual Meeting and related proxy statement for the 2026 Annual Meeting.
+Added: Because the date of the 2026 Annual Meeting is more than 30 days from the first anniversary of our 2025 Annual Meeting, there is a new deadline for the receipt of any stockholder proposals submitted for the 2026 Annual Meeting.
+Added: If a stockholder desires to present a proposal for inclusion in our proxy statement for the 2026 Annual Meeting pursuant to Rule 14a-8 under the Exchange Act (“Rule 14a-8”), the proposal must be submitted in writing to us for receipt not later than May 27, 2026, which is 14 days following the date hereof.
+Added: Stockholders who wish to raise a proposal for consideration at the 2026 Annual Meeting, but who do not wish to submit a proposal for inclusion in our proxy materials pursuant to Rule 14a-8, should comply with our bylaws and deliver to us a copy of their proposal no later than May 27, 2026.
+Added: If a stockholder fails to provide such notice, the respective proposal may not be addressed in our proxy materials and the proxies may exercise their discretionary voting authority if the proposal is raised at the 2026 Annual Meeting.
+Added: In addition to satisfying the requirements of the notice provisions of our bylaws, proposals must comply with Delaware law and the proxy rules promulgated by the Securities and Exchange Commission, including Rule 14a-8 if applicable, and stockholders who intend to solicit proxies in support of director nominees other than our nominees must provide us with the information required by Rule 14a-19(b) under the Exchange Act.
+Added: In either case, proposals should be sent to CytoSorbents Corporation, 305 College Road East, Princeton, New Jersey 08540 Attn:
+Added: Effie Perdikis, Executive Assistant.
Insider Trading Arrangements
−Removed: No director or officer (as defined in Rule 16a-1(f) promulgated under the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement ,” as those terms are defined in Regulation S-K, Item 408 during the quarter ended September 30, 2025.
−Removed: Amended Loan and Security Agreement
−Removed: On November 13, 2025, the Company and Avenue Capital Group entered into the First Amendment to Loan Documents (the “Amended Loan and Security Agreement”), amending the Company’s Loan and Security Agreement, dated June 28, 2024, as supplemented.
−Removed: The Amended Loan and Security Agreement provides for access to an additional aggregate $2.5 million (“Tranche 2a”) from Avenue Capital Group in November 2025 and for the extension of the interest only period from July 1, 2026 to December 31, 2026, followed by equal monthly installments of principal plus accrued and unpaid interest until maturity on July 1, 2027.
−Removed: The Company will have access to an additional aggregate $2.5 million (“Tranche 2b”) from Avenue Capital Group, subject to FDA approval of DrugSorb-ATR, between January 1, 2026 and December 31, 2026.
−Removed: Tranche 2a and Tranche 2b, in the aggregate, replace Tranche 2 of the original loan.
−Removed: The Amended Loan and Security Agreement requires that the Company maintain certain operating cash burn targets (as defined) prior to FDA approval of DrugSorb-ATR and provides for a further six-month extension of the interest only period to the July 1, 2027 maturity date upon FDA approval of DrugSorb-ATR.
−Removed: Under the terms of the Amended Loan and Security Agreement, the Company issued additional warrants to Avenue Capital Group to purchase 1,428,571 shares of the Company’s common stock for cash at the exercise price of $0.70, which expire on November 13, 2030.
−Removed: The number of warrants and exercise price are fixed.
−Removed: Workforce and Cost Reduction Plan
−Removed: On November 13, 2025, the Company announced it initiated a strategic workforce and cost reduction plan (the “Strategic Workforce and Cost Reduction Plan”) to reduce costs, optimize operations, and accelerate a path to cash-flow profitability.
−Removed: This initiative follows a comprehensive review of the Company’s cost structure and operating model.
−Removed: As part of the strategic plan, the Company reduced its workforce by approximately 10%, reduced and realigned operating and production expenses, and now expects that the Company will reach operating cash flow break-even in the first quarter of 2026.
−Removed: The Company expects to record a charge of up to $0.9 million that will include severance and other cash and non-cash charges related to the restructuring.
−Removed: The estimated costs that the Company expects to incur, and the timing thereof, are subject to a number of assumptions, and actual amounts may differ materially.
−Removed: First Amendment to Loan Documents, dated November 13, 2025, by an among CytoSorbents Corporation, the lenders, and the administrative and collateral agent party thereto
−Removed: Form of Warrant to Purchase Shares of Stock of CytoSorbents Corporation by and between the Company and Avenue Venture Opportunities Fund, LP, dated November 13, 2025.
−Removed: Form of Warrant to Purchase Shares of Stock of CytoSorbents Corporation y and between the Company and Avenue Venture Opportunities Fund II, LP, dated November 13, 2025.
+Added: No director or officer (as defined in Rule 16a-1(f) promulgated under the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement ,” as those terms are defined in Regulation S-K, Item 408 during the quarter ended March 31, 2026.
Certification of Principal Executive Officer pursuant to 18 U.S.C.
6 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of Sarbanes Oxley Act of 2002.*
−Removed: The following materials from CytoSorbents Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in Extensible Business Reporting Language (XBRL):
−Removed: (i) Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024, (ii) Consolidated Statements of Operations for the three and nine months ended September 30, 2025 and 2024, (iii) Consolidated Statement of Changes in Stockholders’ Equity for the three and nine months ended September 30, 2025 and 2024, (iv) Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and 2024 and (v) Notes to Condensed Consolidated Financial Statements.
+Added: The following materials from CytoSorbents Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, formatted in Extensible Business Reporting Language (XBRL):
+Added: (i) Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025, (ii) Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025, (iii) Consolidated Statement of Changes in Stockholders’ Equity for the three months ended March 31, 2026 and 2025, (iv) Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025 and (v) Notes to Condensed Consolidated Financial Statements.
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
3 unchanged sentences
CYTOSORBENTS CORPORATION
−Removed: November 13, 2025
/s/ Phillip P.
1 unchanged sentence
(Principal Executive Officer)
−Removed: November 13, 2025
Chief Financial Officer
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.