CytoSorbents restores Nasdaq $1 bid compliance
A separate $35 million Nasdaq market-value test remains, with a December 28, 2026 compliance deadline.
Rhea-AI Filing Summary
CytoSorbents Corporation (CTSO) regained compliance with Nasdaq’s $1.00 minimum bid-price requirement after its closing bid price was at least $1.00 for 10 consecutive trading sessions ending September 21, 2026. Nasdaq notified the company on September 22 that the matter was closed.
A separate listing requirement remains: CytoSorbents received notice on June 29, 2026, that the market value of its listed securities was below $35 million. The company has until December 28, 2026 to regain compliance; market value must meet or exceed $35 million for 10 consecutive business days, unless Nasdaq staff extends the period. The company is evaluating potential actions and may consider alternatives, including stockholders’ equity of at least $2.5 million. If it has not regained compliance by the deadline, Nasdaq will notify it that its securities are subject to delisting, and the company may appeal. CytoSorbents said there is no assurance it will regain compliance or maintain its Nasdaq listing. The company also identified driving CytoSorb sales, achieving operating cash flow breakeven in the second half of 2026, advancing DrugSorb-ATR toward FDA regulatory approval, and unlocking the strategic value of HemoDefend-BGA as priorities.
Positive
- Bid-price compliance restored after 10 consecutive trading sessions at $1.00 or more.
Negative
- Nasdaq’s $35 million market-value requirement remains unmet; deadline December 28, 2026.
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8-K Event Classification
Key Figures
Key Terms
Minimum Bid Price Requirement regulatory
MVLS Requirement regulatory
Nasdaq Listing Rule 5810(c)(3)(C) regulatory
FAQ
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Did CytoSorbents (CTSO) regain Nasdaq’s minimum bid-price compliance?
What Nasdaq listing requirement remains for CTSO?
What is CytoSorbents’ deadline to regain market-value compliance?
Can CTSO use stockholders’ equity as an alternative?
What happens if CTSO does not meet Nasdaq’s requirement by December 28, 2026?
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 7.01. | Regulation FD Disclosure. |
On September 23, 2026, CytoSorbents Corporation (the “Company”) issued a press release, a copy of which is furnished herewith as Exhibit 99.1.*
| Item 8.01. | Other Events. |
As previously disclosed, on October 2, 2025, the Company received a letter from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it was not in compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share for continued listing on the Nasdaq Capital Market (the “Minimum Bid Price Requirement”). On September 22, 2026, the Company received a letter from the Staff confirming that the Company has regained compliance with the Minimum Bid Price Requirement and that the matter is now closed.
As previously disclosed, on June 29, 2026, the Company received a written notice from the Staff notifying the Company that it was not in compliance with Nasdaq Listing Rule 5550(b)(2) because the market value of the Company’s listed securities was below the $35 million minimum required for continued listing on the Nasdaq Capital Market (the “MVLS Requirement”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), Nasdaq provided the Company with 180 calendar days, or until December 28, 2026, to regain compliance with the MVLS Requirement. To regain compliance, the market value of the Company’s listed securities must equal or exceed $35 million for a minimum of 10 consecutive business days during the compliance period, unless the Staff exercises its discretion to extend such period pursuant to Nasdaq Listing Rule 5810(c)(3)(H).
The Company is evaluating potential actions to regain compliance with the MVLS Requirement and intends to continue to monitor the market value of its listed securities. The Company may also, if appropriate, consider other options to regain compliance with Nasdaq’s continued listing standards, including by increasing its stockholders’ equity to at least $2.5 million. If the Company does not regain compliance prior to December 28, 2026, the Company will receive written notification that its securities are subject to delisting, at which time the Company may appeal the delisting determination. There can be no assurance that the Company will regain compliance with the MVLS Requirement or otherwise maintain the listing of its common stock on the Nasdaq Capital Market.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
See Exhibit Index below.
Exhibit Index
| Exhibit No. | Description | |
| 99.1 | Press Release dated September 23, 2026 | |
| 104 | Cover Page Interactive Data File (formatted in iXBRL) |
* The information in Item 7.01 of this Current Report, including the exhibits hereto, is to be considered “furnished” pursuant to Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: September 23, 2026 | CYTOSORBENTS CORPORATION | |
| By: | /s/ Dr. Phillip P. Chan | |
| Name: | Dr. Phillip P. Chan | |
| Title: | Chief Executive Officer | |
Exhibit 99.1
CytoSorbents Regains Compliance with Nasdaq Minimum Bid Price Requirement
PRINCETON, N.J., September 23, 2026 -- CytoSorbents Corporation (NASDAQ: CTSO), a leader in the treatment of life-threatening conditions in the intensive care unit and cardiac surgery using blood purification, announces that it has regained compliance with the Nasdaq Stock Market’s minimum bid price requirement of $1.00 per share.
On September 22, 2026, CytoSorbents received notification from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) that it has regained compliance with the minimum bid price requirement in Nasdaq Listing Rule 5550(a)(2) as a result of the closing bid price of CytoSorbents’ common stock being $1.00 per share or greater for 10 consecutive trading sessions ending September 21, 2026. Accordingly, Nasdaq has determined that this matter is now closed.
Dr. Phillip Chan, Chief Executive Officer of CytoSorbents stated, "We are pleased to confirm that CytoSorbents has regained compliance with Nasdaq's minimum bid price requirement. In addition, we are working towards full compliance with Nasdaq’s Capital Market listing requirements by addressing the minimum Market Value of Listed Securities requirement under Nasdaq Listing Rule 5550(b)(2), or satisfying other alternative options, before the December 28, 2026 compliance date.”
“These efforts are among the key priorities we are systematically addressing as we work to strengthen the Company and build greater visibility and confidence among our shareholders. At the same time, we remain intensely focused on executing our core business objectives: driving sales of CytoSorb, achieving operating cash flow breakeven in the second half of this year, advancing DrugSorb-ATR toward FDA regulatory approval, and unlocking the strategic value of assets such as HemoDefend-BGA. We believe continued execution against these priorities will position CytoSorbents for stronger, sustainable growth and long-term shareholder value.”
About CytoSorbents Corporation (NASDAQ: CTSO)
CytoSorbents Corporation is a leader in the treatment of life-threatening conditions in the intensive care unit and cardiac surgery through blood purification. CytoSorbents’ proprietary blood purification technologies are based on biocompatible, highly porous polymer beads that can actively remove toxic substances from blood and other bodily fluids by pore capture and surface adsorption. Cartridges filled with these beads can be used with standard blood pumps already in the hospital (e.g. dialysis, continuous renal replacement therapy or CRRT, extracorporeal membrane oxygenation or ECMO, and heart-lung machines), where blood is repeatedly recirculated outside the body, through our cartridges where toxic substances are removed, and then back into the body. CytoSorbents’ technologies are used in a number of broad applications. Specifically, two important applications are 1) the removal of blood thinners during and after cardiothoracic surgery to reduce the risk of severe bleeding, and 2) the removal of inflammatory agents and toxins in common critical illnesses that can lead to massive inflammation, organ failure and patient death. The breadth of these critical illnesses includes, for example, sepsis, burn injury, trauma, lung injury, liver failure, cytokine release syndrome, and pancreatitis as well as the removal of liver toxins that accumulate in acute liver dysfunction or failure, and the removal of myoglobin in severe rhabdomyolysis that can otherwise lead to renal failure. In these diseases, the risk of death can be extremely high, and there are few, if any, effective treatments.
CytoSorbents’ lead product, CytoSorb®, is approved in the European Union and distributed in over 70 countries worldwide, with more than 300,000 devices used cumulatively to date. CytoSorb was originally launched in the European Union under CE mark as the first cytokine adsorber. Additional CE mark extensions were granted for bilirubin and myoglobin removal in clinical conditions such as liver disease and trauma, respectively, and for ticagrelor and rivaroxaban removal in cardiothoracic surgery procedures. CytoSorb has also received FDA Emergency Use Authorization in the United States for use in adult critically ill COVID-19 patients with impending or confirmed respiratory failure. CytoSorb is not yet approved or cleared in the United States.
In the U.S. and Canada, CytoSorbents is developing the DrugSorb™-ATR antithrombotic removal system, an investigational device based on an equivalent polymer technology to CytoSorb, to reduce the severity of perioperative bleeding in high-risk surgery due to blood thinning drugs. It has received two FDA Breakthrough Device Designations: one for the removal of ticagrelor and another for the removal of the direct oral anticoagulants (DOAC) apixaban and rivaroxaban in a cardiopulmonary bypass circuit during urgent cardiothoracic surgery. The Company is actively pursuing regulatory approval of DrugSorb-ATR with the U.S. FDA and will pursue regulatory approval with Health Canada with better visibility from the FDA. DrugSorb-ATR is not yet granted or approved in either the U.S. or Canada.
The Company has numerous marketed products and products under development based upon this unique blood purification technology protected by many issued U.S. and international patents and registered trademarks, and multiple patent applications pending, including ECOS-300CY®, CytoSorb-XL™, HemoDefend-RBC™, HemoDefend-BGA™, VetResQ®, K+ontrol™, DrugSorb™, ContrastSorb, PuriFi®, HotSwap®, and others. For more information, please visit the Company’s website at https://ir.cytosorbents.com/ or follow us on Facebook and X.
Forward-Looking Statements
This press release includes forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about our plans, objectives, future targets and outlooks for our business, representations and contentions, and the outcome of our regulatory submissions, and are not historical facts and typically are identified by use of terms such as “may,” “should,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue” and similar words, although some forward-looking statements are expressed differently. You should be aware that the forward-looking statements in this press release represent management’s current judgment and expectations, but our actual results, events and performance could differ materially from those in the forward-looking statements. Factors which could cause or contribute to such differences include, but are not limited to, our restructuring of our direct sales team and strategy in Germany, ability to successfully obtain U.S. FDA and Health Canada marketing authorization or approval, our ability to reduce costs, optimize operations, and achieve cash-flow break-even in the second half of 2026, our ability to appropriately finance the Company, and the risks discussed in our Annual Report on Form 10-K, filed with the SEC on March 30, 2026, as updated by the risks reported in our Quarterly Reports on Form 10-Q, and in the press releases and other communications to shareholders issued by us from time to time which attempt to advise interested parties of the risks and factors which may affect our business. There can be no assurance that the Company will be successful in maintaining its listing of its common stock on the Nasdaq Capital Market. We caution you not to place undue reliance upon any such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, other than as required under the Federal securities laws.
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U.S.
Company Contact:
Peter J. Mariani, Chief Financial Officer
305 College Road East
Princeton, NJ 08540
ir@cytosorbents.com