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  4. [Form 4] CAPRICOR THERAPEUTICS, INC. Insider Trading Activity

Capricor (NASDAQ: CAPR) EVP trades 900 shares in preplanned sale

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Capricor Therapeutics EVP and General Counsel Karen Krasney reported routine insider transactions involving company stock. She exercised stock options to acquire a total of 900 shares of common stock at an exercise price of $3.18 per share, then sold 900 shares in open-market transactions at $30.00 per share pursuant to a preplanned Rule 10b5-1 trading plan adopted in December 2025. Following these trades, she directly holds 30,547 shares of Capricor common stock.

Positive

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Negative

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Insider Krasney Karen
Role EVP, GENERAL COUNSEL
Sold 900 shs ($27K)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 400 $0.00 --
Exercise Common Stock 400 $3.18 $1K
Sale Common Stock 400 $30.00 $12K
Exercise Stock Option (Right to Buy) 500 $0.00 --
Exercise Common Stock 500 $3.18 $2K
Sale Common Stock 500 $30.00 $15K
Holdings After Transaction: Stock Option (Right to Buy) — 55,361 shares (Direct, null); Common Stock — 30,947 shares (Direct, null)
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. Shares vested 1/48th on the first day of each month commencing February 1, 2022.
Shares sold 900 shares Open-market sales at $30.00 per share in June 2026
Sale price $30.00 per share Common stock sold in two open-market transactions
Options exercised 900 shares Stock options exercised at $3.18 per share
Exercise price $3.18 per share Stock Option (Right to Buy) conversion into common stock
Post-transaction holdings 30,547 shares Direct common stock ownership after reported trades
Remaining options 55,361 options Stock options outstanding after option exercises
Net share change -900 shares Net of 900 shares sold versus 900 acquired in exercises
Rule 10b5-1 regulatory
"Shares were sold pursuant to a 10b5-1 trading plan adopted in December 2025"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
Stock Option (Right to Buy) financial
"security_title": "Stock Option (Right to Buy)""
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
vested 1/48th financial
"Shares vested 1/48th on the first day of each month"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
Krasney Karen
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, GENERAL COUNSEL
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/22/2026M500A$3.1831,047D
Common Stock06/22/2026S(1)500D$3030,547D
Common Stock06/24/2026M400A$3.1830,947D
Common Stock06/24/2026S(1)400D$3030,547D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$3.1806/22/2026M500 (2)01/03/2032Common Stock500$055,761D
Stock Option (Right to Buy)$3.1806/24/2026M400 (2)01/03/2032Common Stock400$055,361D
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. Shares vested 1/48th on the first day of each month commencing February 1, 2022.
/s/ Linda Marban, Attorney-in-Fact06/24/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did CAPR executive Karen Krasney report on this Form 4?

Karen Krasney reported exercising stock options for 900 Capricor shares at $3.18 and selling 900 shares at $30.00. The filing shows both the option exercises and matching open-market sales over two days in June 2026.

How many CAPR shares did Karen Krasney sell and at what price?

She sold a total of 900 Capricor Therapeutics shares in open-market transactions at $30.00 per share. The sales occurred in two trades, one for 500 shares and another for 400 shares, according to the Form 4 disclosure.

What stock options did Karen Krasney exercise in this CAPR Form 4 filing?

She exercised stock options covering 900 Capricor common shares at an exercise price of $3.18 per share. These options are described as "Stock Option (Right to Buy)" and were originally scheduled to vest in monthly installments starting February 1, 2022.

Were Karen Krasney’s CAPR stock sales made under a Rule 10b5-1 trading plan?

Yes. The Form 4 footnote states the Capricor shares were sold pursuant to a Rule 10b5-1 trading plan adopted in December 2025. Such preplanned arrangements are designed to execute trades automatically according to preset instructions.

How many CAPR shares does Karen Krasney hold after these transactions?

After the reported option exercises and sales, Karen Krasney directly holds 30,547 shares of Capricor common stock. The Form 4 lists this post-transaction ownership figure for her non-derivative holdings.

What is Karen Krasney’s role at Capricor Therapeutics (CAPR)?

Karen Krasney is listed as an officer of Capricor Therapeutics, serving as Executive Vice President and General Counsel. Her position is identified in the Form 4 reporting these insider stock option exercises and share sales.