STOCK TITAN

Capital Bancorp (CBNK) director Mark Caplan corrects and updates equity holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3/A

Rhea-AI Filing Summary

Capital Bancorp Inc director Mark Caplan filed an amended Form 3 updating his reported ownership in company securities. The amendment corrects previously reported stock option grants, showing 0 options from a 12/31/2020 grant, 450 options from a 12/31/2021 grant, and 1,131 options from a 1/1/2023 grant. He also reports 811 restricted stock units, each convertible into one common share and scheduled to vest on 3/3/2026. Common stock holdings now include 138,690 shares held directly, plus 15,000, 45,000, and 30,000 shares held indirectly through a trust, a Roth IRA, and an investment management account.

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Insider Caplan Mark
Role Director
Type Security Shares Price Value
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Restricted Stock Units -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Options — 0 shares (Direct); Restricted Stock Units — 811 shares (Direct); Common Stock — 138,690 shares (Direct); Common Stock — 15,000 shares (Indirect, By Mark M. Caplan & Linda W. Caplan U/T)
Footnotes (1)
  1. The Stock Options vest in four equal annual installments beginning on the first anniversary of the date of grant. This amendment is being filed to reflect 0 stock options outstanding that were granted to the Reporting Person on 12/31/2020. The original Form 3 filing inadvertently included these stock options in the listing of Derivative Securities Beneficially Owned. This amendment is being filed to reflect 450 stock options outstanding that were granted to the Reporting Person on 12/31/2021. The original Form 3 filing inadvertently included 1,800 stock options in the listing of Derivative Securities Beneficially Owned. This amendment is being filed to reflect 1,131 stock options outstanding that were granted to the Reporting Person on 1/1/2023. The original Form 3 filing inadvertently included 2,265 stock options in the listing of Derivative Securities Beneficially Owned. The Restricted Stock Unit will vest on 3/3/2026. Each Restricted Stock Unit represents the right to receive one share of common stock.
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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Caplan Mark

(Last) (First) (Middle)
2275 RESEARCH BLVD
SUITE 600

(Street)
ROCKVILLE MD 20850

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/21/2025
3. Issuer Name and Ticker or Trading Symbol
Capital Bancorp Inc [ CBNK ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
11/24/2025
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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 138,690 D
Common Stock 15,000 I By Mark M. Caplan & Linda W. Caplan U/T
Common Stock 45,000 I By Mark M. Caplan Roth IRA
Common Stock 30,000 I By Mark M. Caplan IMA
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options 12/31/2021(1) 12/31/2025 Common Stock 0(2) $13.89 D
Stock Options 12/31/2022(1) 12/31/2026 Common Stock 450(3) $26.41 D
Stock Options 01/01/2024(1) 01/01/2028 Common Stock 1,131(4) $23.54 D
Stock Options 01/01/2025(1) 01/01/2029 Common Stock 2,800 $24.2 D
Stock Options 03/03/2026(1) 03/03/2030 Common Stock 3,000 $30.51 D
Restricted Stock Units (5) (5) Common Stock 811 (6) D
Explanation of Responses:
1. The Stock Options vest in four equal annual installments beginning on the first anniversary of the date of grant.
2. This amendment is being filed to reflect 0 stock options outstanding that were granted to the Reporting Person on 12/31/2020. The original Form 3 filing inadvertently included these stock options in the listing of Derivative Securities Beneficially Owned.
3. This amendment is being filed to reflect 450 stock options outstanding that were granted to the Reporting Person on 12/31/2021. The original Form 3 filing inadvertently included 1,800 stock options in the listing of Derivative Securities Beneficially Owned.
4. This amendment is being filed to reflect 1,131 stock options outstanding that were granted to the Reporting Person on 1/1/2023. The original Form 3 filing inadvertently included 2,265 stock options in the listing of Derivative Securities Beneficially Owned.
5. The Restricted Stock Unit will vest on 3/3/2026.
6. Each Restricted Stock Unit represents the right to receive one share of common stock.
Remarks:
/s/ Mark Caplan, by Gerrie Lenn Boonstra as Attorney in Fact 03/03/2026
** 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 5 (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.

FAQ

What does Mark Caplan’s amended Form 3 for Capital Bancorp (CBNK) change?

The amended Form 3 updates Mark Caplan’s reported holdings in Capital Bancorp securities. It corrects stock option amounts from prior grants and restates his current option, restricted stock unit, and common share positions, both direct and indirect, as of the amendment date.

How many Capital Bancorp stock options does Mark Caplan report in the amended Form 3?

The amendment reports 0 stock options from a 12/31/2020 grant, 450 options from a 12/31/2021 grant, and 1,131 options from a 1/1/2023 grant. These figures replace higher amounts that were inadvertently reported in the original Form 3 filing.

What restricted stock units does Mark Caplan hold in Capital Bancorp (CBNK)?

Mark Caplan reports 811 restricted stock units, each representing the right to receive one share of Capital Bancorp common stock. These units are scheduled to vest on 3/3/2026, aligning his future equity exposure with the company’s long-term performance.

How many Capital Bancorp common shares does Mark Caplan own directly and indirectly?

He reports 138,690 Capital Bancorp common shares held directly. Indirectly, he lists 15,000 shares held through a trust, 45,000 shares through a Roth IRA, and 30,000 shares through an investment management account, reflecting various personal ownership vehicles.

Why was Capital Bancorp director Mark Caplan’s Form 3 amended?

The Form 3 was amended to correct previously misreported derivative holdings. Earlier disclosures overstated certain stock option grants, and the amendment replaces them with accurate counts while detailing restricted stock units and updated common share positions across direct and indirect accounts.