Capricor (NASDAQ: CAPR) EVP sells 25K shares under 10b5-1 plan

Rhea-AI Filing Summary

CAPRICOR THERAPEUTICS, INC. EVP and general counsel Karen Krasney reported an exercise-and-sell transaction in the company’s common stock. She sold 25,000 shares in an open-market sale on May 1, 2026 at a weighted average price of $31.7019 per share, under a pre-arranged Rule 10b5-1 trading plan.

On the same date, she exercised stock options to acquire 25,000 shares of common stock at an exercise price of $3.18 per share. Following these transactions, she directly holds 30,547 shares of Capricor common stock.

Insider Trade Summary 10b5-1

Net Seller: 25,000 shares ($792,548)

Net Sell 3 txns

Insider Krasney Karen

Role EVP, GENERAL COUNSEL

Sold 25,000 shs ($793K)

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	$31.7019	$793K

Holdings After Transaction: Stock Option (Right to Buy) — 56,261 shares (Direct, null); Common Stock — 55,547 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. The price reported on Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $30.88 to $33.19, inclusive. 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: $31.7019 per share Sale price range: $30.88–$33.19 per share +2 more

5 metrics

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

Weighted average sale price $31.7019 per share Sale of 25,000 Capricor common shares

Sale price range $30.88–$33.19 per share Multiple sale transactions on May 1, 2026

Options exercised 25,000 shares at $3.18 Stock option exercise into common stock on May 1, 2026

Post-transaction holdings 30,547 shares Common stock directly held after transactions

Key Terms

Rule 10b5-1, weighted average price, Stock Option (Right to Buy), vested 1/48th

4 terms

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.

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

"Stock Option (Right to Buy) ... Exercise or conversion of derivative security"

vested 1/48th financial

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

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^*

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GENERAL COUNSEL

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	55,547	D
Common Stock	05/01/2026		S(1)		25,000	D	$31.7019(2)	30,547	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	56,261	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 $30.88 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)