Capricor Therapeutics (NASDAQ: CAPR) director reports 50,000 option grant

Rhea-AI Filing Summary

Capricor Therapeutics director Frank Litvack reported a new equity award linked to his board service as Executive Chairman. On January 5, 2026, he received a stock option to buy 50,000 shares of Capricor common stock at an exercise price of $24.81 per share. Following this grant, he beneficially owns 50,000 derivative securities directly.

The option vests over 2026, with 1/12 of the shares vesting on the first day of each month starting February 1, 2026 and the final portion vesting on December 31, 2026, when the award becomes fully vested and exercisable. The option is subject to early exercise, meaning all or part can be exercised at any time; any shares purchased before vesting will be treated as restricted stock and may be repurchased by the company if his service ends before those shares vest.

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^*

Litvack Frank

(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		50,000		(1)	01/05/2036	Common Stock	50,000	$0	50,000	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 as Executive Chairman. 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).
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FAQ

What insider transaction did CAPR director Frank Litvack report on this Form 4?

Frank Litvack reported the grant of a stock option to buy 50,000 shares of Capricor Therapeutics common stock on January 5, 2026.

What is the exercise price of Frank Litvack’s new Capricor (CAPR) stock options?

The stock option reported by Frank Litvack has an exercise price of $24.81 per share of Capricor common stock.

How and when do Frank Litvack’s CAPR stock options vest?

The 50,000-share option vests 1/12 on the first day of each month from February 1, 2026, with the final portion vesting on December 31, 2026, when it becomes fully vested and exercisable.

What role is tied to Frank Litvack’s 2026 Capricor stock option grant?

The option grant pertains to annual board service as Executive Chairman of Capricor Therapeutics.

Does Frank Litvack have early exercise rights on his CAPR option grant?

Yes. The option is subject to early exercise, allowing all or part to be exercised at any time, but unvested shares purchased early are restricted and subject to a company repurchase option if his service ends before vesting.

How many derivative securities does Frank Litvack beneficially own after this CAPR transaction?

After the reported grant, Frank Litvack beneficially owns 50,000 derivative securities (stock options) directly.