CytoSorbents Corp 2024年度报告

Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act.☐Yes☑No Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject tosuch filing requirements for the past 90days.☑Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuantto Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant wasrequired to submit such files).Yes☑No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reportingcompany, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” andemerging growth company in Rule12b-2 of the Exchange Act. Accelerated Filer☐Smaller reporting company☑Emerging growth company☐If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with Large Accelerated Filer☐Non-accelerated Filer☑ any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accountingfirm that prepared or issued its audit report.☑ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant includedin the filing reflect the correction of an error to previously issued financial statements.☑ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act.)☐Yes☑No The aggregate market value of the common stock of the registrant held by non-affiliates as of June 28, 2024, the last business day of theregistrant’s most recently completed second fiscal quarter, was approximately $37.1million based upon the closing price reported for such date onthe Nasdaq Capital Market Exchange. As of March 31, 2025, there were approximately62.5million outstanding shares of the registrant’s commonstock. Documents incorporated by reference: Portions of the registrant’s definitive proxy statement to be filed pursuant to Regulation 14A within 120days after the end of theregistrant’s fiscalyear are incorporated by reference into PartIII of this Form10-K and certain documents are incorporated by reference intoPartIV of this Form10-K. EXPLANATORY NOTE CytoSorbents Corporation (“Company,” “we,” “us,” or “our”) is filing this comprehensive AnnualReport on Form 10-K for the year ended December 31, 2024 (this “Annual Report”). This Annual Reportcontains our audited consolidated financial statements for the year ended December 31, 2024, and restates certainsections of the 2023 consolidated financial statements to correct misstatements related to inventory and stock-based compensation expense for restricted stock units. Restatement Background As previously disclosed in our Current Report on Form 8-K filed with the Securities and ExchangeCommission (“SEC”) on March 31, 2025 (the “Current Report”), on March 25, 2025 the Company advised itsindependentregistered public accounting firm,WithumSmith+Brown,PC(“Withum”)that the followingpreviously issued consolidated financial statements should no longer be relied upon, due to misstatements ininventory and stock-based compensation for restricted stock units contained in such financial statements, and thatsuch consolidated financial statements should be restated: a)the audited consolidated financial statements as of and for the year ended December 31, 2023,contained in the 2023 Annual Report,b)the interim unaudited condensed consolidated financial statements as of and for the first threequarters of the year ended December 31, 2023, contained in our Quarterly Reports on Form 10-Q(the “2023 Quarterly Reports”), andc)the interim unaudited condensed consolidated financial statements as of and for the first threequarters of the year ended December 31, 2024, contained in our Quarterly Reports on Form 10-Q(the “2024 Quarterly Reports”). Refer to Note 12 - Restatement of Previously Issued Financial Information, in the accompanyingConso