Capricor Therapeutics (NASDAQ: CAPR) signs 171,000 sq ft San Diego HQ lease

Q: What lease did Capricor Therapeutics (CAPR) enter into on July 9, 2026?

Capricor Therapeutics (CAPR) entered a Lease Agreement with ARE-SD Region No. 39 Owner, LLC for a new headquarters facility at 9625 Towne Centre Drive, San Diego, including expanded manufacturing cleanrooms, research and development laboratories, administrative offices and other related uses.

Q: How large is CAPR's new San Diego headquarters and what is the initial rent?

The premises comprise approximately 171,000 rentable square feet, with initial monthly base rent of $5.60 per rentable square foot, or approximately $958,000 per month, subject to 3.0% annual increases over the lease term.

Q: How is CAPR's lease linked to FDA approval of Deramiocel for Duchenne muscular dystrophy?

Lease commencement is tied to an FDA-approval-related lease contingency, and if Capricor does not receive FDA approval of Deramiocel for Duchenne muscular dystrophy by December 31, 2026, either Capricor or the landlord may terminate the lease within five business days.

Q: What rent abatements are provided under Capricor Therapeutics' (CAPR) new lease?

Capricor will receive an 18-month full base rent abatement starting on the rent commencement date, followed by six months of partial abatement during which base rent is payable only on 128,068 rentable square feet before rent applies to the entire premises.

Q: What additional financial obligations does CAPR assume under the new lease?

Capricor must provide a security deposit of approximately $958,000 in cash or letter of credit and is responsible for real property taxes, building insurance, routine maintenance and operating costs, in addition to base rent obligations under the lease.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Capricor Therapeutics entered into a long-term Lease Agreement with ARE-SD Region No. 39 Owner, LLC for approximately 171,000 rentable square feet at 9625 Towne Centre Drive in San Diego, to serve as its new headquarters with expanded manufacturing cleanrooms, research and development laboratories and administrative offices.

The lease term is estimated to begin on the earlier of satisfaction or waiver of an FDA-approval-related lease contingency or December 31, 2026, with rent starting 12 months later and continuing for 138 months. Initial monthly base rent is $5.60 per rentable square foot, or approximately $958,000 per month, subject to 3.0% annual increases.

Capricor will receive an 18-month full base rent abatement from the rent commencement date, followed by six months of partial abatement during which rent is due on 128,068 square feet before applying to the full premises. The landlord will provide a tenant improvement allowance, while Capricor must post a security deposit of approximately $958,000 and pay property taxes, insurance, maintenance and operating costs. If FDA approval of Deramiocel for Duchenne muscular dystrophy is not obtained by December 31, 2026, either party may terminate the lease within five business days.

Filing Explained

The July 9 lease is also reported as a direct financial obligation, but its full text has not yet been filed; Capricor says it intends to provide the complete agreement as an exhibit to its Form 10-Q for the quarter ended June 30, 2026.

8-K Event Classification

2 items: 1.01, 2.03

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Key Figures

Premises size: 171,000 rentable square feet Initial base rent rate: $5.60 per rentable square foot Initial monthly base rent: approximately $958,000 per month +5 more

8 metrics

Premises size 171,000 rentable square feet Approximate size of new headquarters premises in San Diego

Initial base rent rate $5.60 per rentable square foot Initial monthly base rent per rentable square foot

Initial monthly base rent approximately $958,000 per month Initial monthly base rent for the premises

Annual rent increases 3.0% Annual increases applied to monthly base rent

Lease term length 138 months Duration from first day of first full month after rent commencement

Full rent abatement period 18 months Full base rent abatement beginning on the rent commencement date

Partial rent abatement period 6 months Period when rent is payable only on 128,068 rentable square feet

Security deposit approximately $958,000 Security deposit in cash or in the form of a letter of credit

Key Terms

Lease Agreement, rent commencement date, tenant improvement allowance, base rent abatement, +1 more

5 terms

Lease Agreement financial

"Capricor entered into a Lease Agreement with ARE-SD Region No. 39 Owner, LLC"

rent commencement date financial

"The rent commencement date will be twelve months after such commencement date"

tenant improvement allowance financial

"The Landlord will provide Capricor with a tenant improvement allowance"

A tenant improvement allowance is a sum of money a landlord agrees to provide or reimburse so a tenant can customize or fit out leased space to their needs, like a home renovation budget paid upfront by the property owner. It matters to investors because it affects leasing attractiveness, upfront costs, rental income and the building’s long‑term value—larger allowances can speed occupancy but reduce short‑term cash flow and raise capital repair needs.

base rent abatement financial

"Capricor will receive an 18-month full base rent abatement"

security deposit financial

"Capricor will provide a security deposit of approximately $958,000"

FAQ

What lease did Capricor Therapeutics (CAPR) enter into on July 9, 2026?

Capricor Therapeutics (CAPR) entered a Lease Agreement with ARE-SD Region No. 39 Owner, LLC for a new headquarters facility at 9625 Towne Centre Drive, San Diego, including expanded manufacturing cleanrooms, research and development laboratories, administrative offices and other related uses.

How large is CAPR's new San Diego headquarters and what is the initial rent?

The premises comprise approximately 171,000 rentable square feet, with initial monthly base rent of $5.60 per rentable square foot, or approximately $958,000 per month, subject to 3.0% annual increases over the lease term.

When do the lease term and rent commence for Capricor Therapeutics (CAPR)?

The lease term is estimated to begin on the earlier of satisfying or waiving an FDA-related lease contingency or December 31, 2026. The rent commencement date will be 12 months after that lease commencement date and the term then runs for 138 months.

How is CAPR's lease linked to FDA approval of Deramiocel for Duchenne muscular dystrophy?

Lease commencement is tied to an FDA-approval-related lease contingency, and if Capricor does not receive FDA approval of Deramiocel for Duchenne muscular dystrophy by December 31, 2026, either Capricor or the landlord may terminate the lease within five business days.

What rent abatements are provided under Capricor Therapeutics' (CAPR) new lease?

Capricor will receive an 18-month full base rent abatement starting on the rent commencement date, followed by six months of partial abatement during which base rent is payable only on 128,068 rentable square feet before rent applies to the entire premises.

What additional financial obligations does CAPR assume under the new lease?

Capricor must provide a security deposit of approximately $958,000 in cash or letter of credit and is responsible for real property taxes, building insurance, routine maintenance and operating costs, in addition to base rent obligations under the lease.

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Available on EDGAR 07/14/2026 - 05:06 PM Accepted by SEC EDGAR 07/14/2026 - 05:06 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

July 9, 2026

CAPRICOR THERAPEUTICS, INC.

(Exact name of Registrant as Specified in its Charter)


Delaware		001-34058		88-0363465
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)


10865 Road to the Cure, Suite 150, San Diego, California (Address of principal executive offices)		92121 (Zip Code)

(858) 727-1755

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ◻

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share		CAPR		The Nasdaq Global Select Market

Item 1.01Entry into a Material Definitive Agreement.

On July 9, 2026, Capricor Therapeutics, Inc. (“Capricor”) entered into a Lease Agreement (the “Lease”) with ARE-SD Region No. 39 Owner, LLC (“Landlord”) for approximately 171,000 rentable square feet located at 9625 Towne Centre Drive, San Diego, California, to be used as Capricor’s new headquarters, including expanded manufacturing cleanrooms, research and development laboratory, administrative offices and other related uses. The term of the Lease is estimated to commence on the date that is the earlier of (i) the date on which Capricor’s lease contingency related to FDA approval is satisfied or waived or (ii) December 31, 2026. The rent commencement date will be twelve months after such commencement date. The term of the Lease will end 138 months from the first day of the first full month following the rent commencement date. The initial monthly base rent is $5.60 per rentable square foot, or approximately $958,000 per month, subject to annual increases of 3.0%. Capricor will receive an 18-month full base rent abatement beginning on the Rent Commencement Date, followed by an additional six-month partial base rent abatement during which base rent will be payable on only 128,068 rentable square feet of the approximately 171,000 rentable square foot premises. Thereafter, base rent will be payable on the entire premises. The Landlord will provide Capricor with a tenant improvement allowance. Capricor will provide a security deposit of approximately $958,000 in cash or in the form of a letter of credit. Capricor will also be responsible for real property taxes, building insurance, routine maintenance and operating costs under the terms of the Lease. Subject to the terms of the Lease, if Capricor does not receive FDA approval of Deramiocel for the treatment of Duchenne muscular dystrophy by December 31, 2026, then either Capricor or Landlord may terminate the Lease by delivering written notice within five business days after such date.

The preceding description of the Lease is qualified in its entirety by reference to the full text of the Lease, which Capricor intends to file as an exhibit to its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2026.

Item 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

To the extent applicable, the information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated in this Item 2.03 by reference.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.


	CAPRICOR THERAPEUTICS, INC.

Date: July 14, 2026	By:	/s/ Linda Marbán, Ph.D.
		Linda Marbán, Ph.D.
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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