FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIPFiled 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CAPRICOR THERAPEUTICS, INC. [ CAPR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/23/2024 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
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Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 04/23/2024 | M | 16,156 | A | $1.39 | 47,692 | D | |||
Common Stock | 7,096 | I | Held by Reporting Person's IRA |
1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy) | $1.39(1) | 04/23/2024 | M | 856 | (2) | 01/03/2027 | Common Stock | 856(1) | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $1.39(3) | 04/23/2024 | M | 2,750 | (4) | 01/03/2027 | Common Stock | 2,750 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $1.39(5) | 04/23/2024 | M | 1,050 | (6) | 01/02/2028 | Common Stock | 1,050 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $1.39(7) | 04/23/2024 | M | 2,750 | (8) | 01/02/2028 | Common Stock | 2,750 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $1.39(9) | 04/23/2024 | M | 3,000 | 08/08/2019 | 08/08/2029 | Common Stock | 3,000 | $0 | 0 | D | ||||
Stock Option (Right to Buy) | $1.39(9) | 04/23/2024 | M | 5,750 | (10) | 08/08/2029 | Common Stock | 5,750 | $0 | 0 | D |
Explanation of Responses: |
1. This option was granted on January 3, 2017 and was previously reported as covering 8,560 shares at an exercise price of $2.55 per share, but was adjusted to reflect a 1-for-10 reverse stock split that occurred on June 4, 2019 and a share reprice to $1.39 per share that occurred on February 12, 2020. |
2. The shares vested 1/48th of the first day of each month, commencing February 1, 2017. |
3. This option was granted on January 3, 2017 and was previously reported as covering 27,500 shares at an exercise price of $2.55 per share, but was adjusted to reflect a 1-for-10 reverse stock split that occurred on June 4, 2019 and a share reprice to $1.39 per share that occurred on February 12, 2020. |
4. The shares vested 1/12th of the first day of each month, commencing February 1, 2017 with the last 1/12th vesting on December 31, 2017. |
5. This option was granted on January 2, 2018 and was previously reported as covering 10,500 shares at an exercise price of $1.57 per share, but was adjusted to reflect a 1-for-10 reverse stock split that occurred on June 4, 2019 and a share reprice to $1.39 per share that occurred on February 12, 2020. |
6. The shares vested 1/48th of the first day of each month, commencing February 1, 2018. |
7. This option was granted on January 2, 2018 and was previously reported as covering 27,500 shares at an exercise price of $1.57 per share, but was adjusted to reflect a 1-for-10 reverse stock split that occurred on June 4, 2019 and a share reprice to $1.39 per share that occurred on February 12, 2020. |
8. The shares vested 1/12th of the first day of each month, commencing February 1, 2018 with the last 1/12th vesting on December 31, 2018. |
9. This option was granted on August 8, 2019 and was previously reported with an exercise price of $3.25 per share, but was adjusted to reflect a share reprice to $1.39 per share that occurred on February 12, 2020. |
10. The shares vested 1/48th of the first day of each month, commencing September 1, 2019. |
/s/ Linda Marban, Attorney-in-Fact | 04/24/2024 | |
** 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 4 (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.