Capricor CFO sells 25,000 shares after option exercise

Capricor Therapeutics chief financial officer Anthony Bergmann executed a combined option exercise and share sale involving 25,000 shares of common stock.

Rhea-AI Filing Summary

Capricor Therapeutics chief financial officer Anthony Bergmann executed a combined option exercise and share sale involving 25,000 shares of common stock. He exercised stock options to acquire 25,000 shares at $3.18 per share, then sold 25,000 shares in an open‑market transaction at a weighted average price of $31.7016 per share.

The sale was carried out under a pre‑arranged Rule 10b5‑1 trading plan adopted in December 2025, meaning the trades were scheduled in advance. After these transactions, Bergmann holds 8,223 shares of common stock directly and 116,980 stock options with a $3.18 exercise price expiring in 2032.

Insider Trade Summary 10b5-1

Exercise and Sale: 25,000 shares ($713K approx. pre-tax spread)

Exercise and Sale 3 txns

Insider Bergmann Anthony

Role CHIEF FINANCIAL OFFICER

Sold 25,000 shs ($793K)

Approx. gross sale proceeds $793K

Approx. exercise cost $80K

Approx. pre-tax spread $713K

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	25,000	$0.00	$0.00
Exercise	Common Stock	25,000	$3.18	$80K
Sale	Common Stock	25,000	$31.7016	$793K

Holdings After Transaction: Stock Option (Right to Buy) — 116,980 contracts (Direct); Common Stock — 8,223 shares (Direct)

Footnotes (3)

1. F1. 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. F2. The price reported on Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $30.89 to $33.19, inclusive.
3. F3. Shares vested 1/48th on the first day of each month commencing February 1, 2022.

Key Figures

Shares sold: 25,000 shares Weighted average sale price: $31.7016 per share Options exercised: 25,000 shares +3 more

6 metrics

Shares sold 25,000 shares Open-market sale of common stock on May 1, 2026

Weighted average sale price $31.7016 per share Common stock sale with trades from $30.89 to $33.19

Options exercised 25,000 shares Stock options exercised to acquire common stock

Option exercise price $3.18 per share Strike price for exercised stock options

Shares held after transactions 8,223 shares Direct common stock ownership following sale

Options remaining 116,980 options Stock options outstanding after exercise, expiring January 3, 2032

Key Terms

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

5 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""

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did CAPR CFO Anthony Bergmann report on this Form 4?

Anthony Bergmann reported exercising 25,000 stock options and selling 25,000 Capricor Therapeutics common shares. The options were exercised at $3.18 per share, and the shares were sold at a weighted average price of $31.7016 per share in open‑market transactions.

Was the CAPR CFO’s sale of 25,000 shares a pre-planned Rule 10b5-1 transaction?

Yes. The filing states the 25,000 Capricor Therapeutics shares were sold under a Rule 10b5‑1 trading plan adopted in December 2025. Such plans pre-schedule trades, indicating the timing was set in advance rather than decided opportunistically near the transaction date.

At what prices did the CAPR CFO sell the 25,000 common shares?

The reported sale price is a weighted average of $31.7016 per share. Footnotes explain the 25,000 Capricor Therapeutics shares were sold in multiple transactions, with individual prices ranging from $30.89 to $33.19 per share, inclusive, during the trading session.

How many CAPR shares does the CFO own after these Form 4 transactions?

Following the reported trades, Anthony Bergmann directly holds 8,223 shares of Capricor Therapeutics common stock. This figure reflects his position after exercising 25,000 options and selling 25,000 shares in the open market on the same date, as disclosed in the filing.

What stock options related to CAPR does the CFO retain after exercising 25,000 options?

After the option exercise, Bergmann holds 116,980 stock options on Capricor Therapeutics shares. These options have a $3.18 per share exercise price, relate to common stock, and carry an expiration date in January 2032, according to the derivative transaction details.

How do the CAPR CFO’s options vest according to the Form 4 footnotes?

The footnotes state the related shares vested at a rate of 1/48th on the first day of each month starting February 1, 2022. This means the Capricor Therapeutics options underlying the exercised shares vested gradually in equal monthly installments over a four‑year period.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/04/2026 - 04:30 PM Learn about SEC filing dates

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)
05/01/2026

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	05/01/2026		M		25,000	A	$3.18	33,223	D
Common Stock	05/01/2026		S(1)		25,000	D	$31.7016(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	05/01/2026		M			25,000	(3)	01/03/2032	Common Stock	25,000	$0	116,980	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 $30.89 to $33.19, inclusive.

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

	/s/ Linda Marban, Attorney-in-Fact	05/04/2026
	** 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)