FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 11/20/2013 |
3. Issuer Name and Ticker or Trading Symbol
CAPRICOR THERAPEUTICS, INC. [ NLTXD ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
COMMON STOCK | 638,155 | I | See footnote(1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option (right to buy) | 11/01/2007(2) | 11/01/2017 | COMMON STOCK | 20,748 | 0.16 | D | |
Stock Option (right to buy) | 09/25/2010(3) | 09/25/2020 | COMMON STOCK | 82,994 | 0.37 | D | |
Stock Option (right to buy) | 04/27/2012(4) | 04/27/2022 | COMMON STOCK | 154,555 | 0.37 | D | |
Stock Option (right to buy) | 04/27/2012(5) | 04/27/2022 | COMMON STOCK | 124,491 | 0.37 | D | |
Stock Option (right to buy) | 02/22/2013(6) | 02/22/2023 | COMMON STOCK | 14,015 | 0.37 | D |
Explanation of Responses: |
1. 638,155 shares of common stock are beneficially owned by Coniston Corporation. Mr. Manzo is the sole owner of Coniston Corporation and therefore is deemed to be the beneficial owner of all shares of Capricor Therapeutics, Inc. held by Coniston Corporation. Mr. Manzo is deemed to have sole voting and dispositive power with respect to the shares beneficially owned by Coniston Corporation. |
2. Vesting schedule is as follows: This option is deemed fully vested. |
3. Vesting schedule is as follows: This option is deemed fully vested. |
4. Vesting schedule is as follows: This option vests monthly over 48 months commencing May 1, 2012. |
5. Vesting schedule is as follows: This option is deemed fully vested. |
6. Vesting schedule is as follows: 25% of the shares of common stock subject to this option vested immediately, with the remainder vesting over 36 months commencing May 1, 2013. |
Remarks: |
Exhibit 24 - Power of Attorney |
/s/ Linda Marban, as Attorney-in-Fact | 11/30/2013 | |
** Signature of Reporting Person | Date | |
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 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |