Capricor (NASDAQ: CAPR) CFO sells 25K shares after option exercise

Rhea-AI Filing Summary

CAPRICOR THERAPEUTICS CFO Anthony Bergmann exercised stock options and sold shares in a planned transaction. He exercised options for 25,000 shares of Common Stock at $3.18 per share, then sold 25,000 shares of Common Stock at a weighted average price of $30.1261 per share.

The sale was completed under a pre-arranged Rule 10b5-1 trading plan adopted in December 2025. Following these transactions, Bergmann directly holds 8,223 shares of Capricor Therapeutics common stock.

Insights

Equity compensation and insider-trading analyst

Capricor’s CFO completed a routine option exercise-and-sell under a 10b5-1 plan.

Chief Financial Officer Anthony Bergmann exercised options for 25,000 shares at $3.18 per share and sold the same 25,000 shares at a weighted average of $30.1261. This pattern is a classic exercise-and-sell sequence, converting option value into cash.

The filing notes the sale was made under a pre-arranged Rule 10b5-1 trading plan adopted in December 2025, indicating the transactions were scheduled in advance rather than timed opportunistically. After these trades, Bergmann directly owns 8,223 shares, with no remaining derivative position listed in this filing.

Insider Trade Summary 10b5-1

Net Seller: 25,000 shares ($753,153)

Net Sell 3 txns

Insider Bergmann Anthony

Role CHIEF FINANCIAL OFFICER

Sold 25,000 shs ($753K)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	25,000	$0.00	--
Exercise	Common Stock	25,000	$3.18	$80K
Sale	Common Stock	25,000	$30.1261	$753K

Holdings After Transaction: Stock Option (Right to Buy) — 141,980 shares (Direct); Common Stock — 33,223 shares (Direct)

Footnotes (1)

1. Shares were sold pursuant to a 10b5-1 trading plan adopted in December 2025 by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The price reported on Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.32, inclusive. Shares vested 1/48th on the first day of each month commencing February 1, 2022.

Key Figures

Options exercised: 25,000 shares Exercise price: $3.18 per share Shares sold: 25,000 shares +3 more

6 metrics

Options exercised 25,000 shares Stock options for Common Stock exercised on March 31, 2026

Exercise price $3.18 per share Conversion or exercise price of stock option

Shares sold 25,000 shares Common Stock sold in open-market transaction

Weighted average sale price $30.1261 per share Average price across multiple trades between $30.00 and $30.32

Shares owned after transaction 8,223 shares Direct common stock holdings following sale

Option expiration date January 3, 2032 Expiration of exercised stock option grant

Key Terms

Rule 10b5-1 trading plan, weighted average price, Stock Option (Right to Buy), Exercise or conversion of derivative security, +2 more

6 terms

Rule 10b5-1 trading plan regulatory

"Shares were sold pursuant to a 10b5-1 trading plan adopted in December 2025"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The price reported on Column 4 is the weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Stock Option (Right to Buy) financial

"security_title: Stock Option (Right to Buy)"

Exercise or conversion of derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

Common Stock financial

"underlying_security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

vested 1/48th financial

"Shares vested 1/48th on the first day of each month"

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Bergmann Anthony

(Last) (First) (Middle)

C/O CAPRICOR THERAPEUTICS, INC.

10865 ROAD TO THE CURE, SUITE 150

(Street)

SAN DIEGO CALIFORNIA 92121

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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

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

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

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
Common Stock	03/31/2026		M		25,000	A	$3.18	33,223	D
Common Stock	03/31/2026		S(1)		25,000	D	$30.1261(2)	8,223	D

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)	$3.18	03/31/2026		M			25,000	(3)	01/03/2032	Common Stock	25,000	$0	141,980	D

Explanation of Responses:

1. Shares were sold pursuant to a 10b5-1 trading plan adopted in December 2025 by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

2. The price reported on Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.32, inclusive.

3. Shares vested 1/48th on the first day of each month commencing February 1, 2022.

	/s/ Linda Marban, Attorney-in-Fact, Attorney-in-Fact	04/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Capricor Therapeutics (CAPR) CFO Anthony Bergmann do in this Form 4 filing?

Capricor’s CFO Anthony Bergmann exercised options for 25,000 shares at $3.18 and sold 25,000 common shares at a weighted average $30.1261. These transactions were reported as direct holdings and completed on March 31, 2026, in a single exercise-and-sell sequence.

How many Capricor (CAPR) shares did the CFO sell and at what price?

The CFO sold 25,000 shares of Capricor common stock at a weighted average price of $30.1261 per share. A footnote explains sales occurred in multiple trades between $30.00 and $30.32, producing the reported average price across the full 25,000-share sale.

Were the Capricor (CAPR) CFO’s stock sales part of a Rule 10b5-1 trading plan?

Yes. The filing states the 25,000 Capricor shares were sold under a Rule 10b5-1 trading plan adopted in December 2025. Such plans schedule trades in advance, indicating these sales were pre-planned rather than discretionary responses to short-term market movements.

What option exercise did the Capricor (CAPR) CFO report in this Form 4?

The CFO exercised a stock option covering 25,000 shares of Capricor common stock at an exercise price of $3.18 per share. The option, expiring in January 2032, had been vesting monthly, with one forty-eighth of the grant vesting on the first day of each month.

How many Capricor (CAPR) shares does the CFO own after these transactions?

After exercising options and selling 25,000 shares, the CFO directly owns 8,223 shares of Capricor common stock. An intermediate line in the filing shows 33,223 shares following the exercise, then 8,223 shares remaining after completion of the 25,000-share open-market sale.

What is the significance of the weighted average sale price in the Capricor (CAPR) Form 4?

The weighted average price of $30.1261 reflects many individual trades between $30.00 and $30.32. Reporting a weighted average simplifies disclosure while a footnote clarifies the actual price range where the 25,000 Capricor shares were sold in the open market.