Capricor Therapeutics (CAPR) grants 15,500 stock options to director

Rhea-AI Filing Summary

Capricor Therapeutics director Sabar Karimah Es received a new stock option grant related to annual board service. The grant covers 15,500 stock options with an exercise price of $24.81 per share. The options vest in 12 equal monthly installments, with 1/12 of the award vesting on the first day of each month from February 1, 2026 through December 31, 2026, making the option fully vested by year-end 2026.

The option is subject to early exercise, meaning all or part of it can be exercised before vesting. Any shares purchased early are treated as restricted stock and may be repurchased by the company if the director’s service ends before the relevant vesting dates. After this grant, the director beneficially owns 15,500 derivative securities directly.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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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^*

Sabar Karimah Es

(Last) (First) (Middle)

C/O CAPRICOR THERAPEUTICS, INC.

10865 ROAD TO THE CURE, SUITE 150

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CAPRICOR THERAPEUTICS, INC. [ CAPR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$24.81	01/05/2026		A		15,500		(1)	01/05/2036	Common Stock	15,500	$0	15,500	D

Explanation of Responses:

1. The shares vest 1/12th of the first day of each month, commencing February 1, 2026, with the last month vesting on December 31, 2026, until the stock option becomes fully vested and exercisable. The award pertains to annual board service. The option is subject to early exercise and, therefore, all or any part of the option can be exercised at any time. If the reporting person elects to take advantage of the early exercise feature and purchase shares prior to the vesting of such shares, the shares will be deemed restricted stock and will be subject to a repurchase option in favor of the Issuer if the reporting person's service to the Issuer terminates prior to vesting.

	/s/ Linda Marban, Attorney-in-Fact	01/07/2026
	** 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.

FAQ

What insider transaction did Capricor Therapeutics (CAPR) report in this Form 4?

The filing reports that director Sabar Karimah Es received a grant of 15,500 stock options, recorded as an acquisition of derivative securities.

What is the exercise price of the new Capricor (CAPR) stock options?

The stock option grant to the Capricor director has an exercise price of $24.81 per share.

How do the 15,500 Capricor director stock options vest?

The 15,500 options vest 1/12 on the first day of each month from February 1, 2026 through December 31, 2026, when they become fully vested and exercisable.

What does early exercise mean for this Capricor (CAPR) option grant?

The option is subject to early exercise, allowing the director to buy shares before they vest. Any such shares are treated as restricted stock and can be repurchased by the issuer if service ends before vesting.

How many derivative securities does the Capricor director own after the transaction?

Following the reported grant, the director beneficially owns 15,500 derivative securities (stock options) directly.

What is the purpose of this Capricor Therapeutics (CAPR) option award?

The filing states that the stock option award pertains to annual board service for the director.