SEC FORM 4

SEC FORM 4 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^*

Musket David B

(Last)

(First)

(Middle)

C/O CAPRICOR THERAPEUTICS, INC.

10865 ROAD TO THE CURE, SUITE 150

(Street)

SAN DIEGO

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)
04/23/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/23/2024		M		16,156	A	$1.39	47,692	D
Common Stock								7,096	I	Held by Reporting Person's IRA

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$1.39⁽¹⁾	04/23/2024		M			856	⁽²⁾	01/03/2027	Common Stock	856⁽¹⁾	$0	0	D
Stock Option (Right to Buy)	$1.39⁽³⁾	04/23/2024		M			2,750	⁽⁴⁾	01/03/2027	Common Stock	2,750	$0	0	D
Stock Option (Right to Buy)	$1.39⁽⁵⁾	04/23/2024		M			1,050	⁽⁶⁾	01/02/2028	Common Stock	1,050	$0	0	D
Stock Option (Right to Buy)	$1.39⁽⁷⁾	04/23/2024		M			2,750	⁽⁸⁾	01/02/2028	Common Stock	2,750	$0	0	D
Stock Option (Right to Buy)	$1.39⁽⁹⁾	04/23/2024		M			3,000	08/08/2019	08/08/2029	Common Stock	3,000	$0	0	D
Stock Option (Right to Buy)	$1.39⁽⁹⁾	04/23/2024		M			5,750	⁽¹⁰⁾	08/08/2029	Common Stock	5,750	$0	0	D

Explanation of Responses:

1. This option was granted on January 3, 2017 and was previously reported as covering 8,560 shares at an exercise price of $2.55 per share, but was adjusted to reflect a 1-for-10 reverse stock split that occurred on June 4, 2019 and a share reprice to $1.39 per share that occurred on February 12, 2020.

2. The shares vested 1/48th of the first day of each month, commencing February 1, 2017.

3. This option was granted on January 3, 2017 and was previously reported as covering 27,500 shares at an exercise price of $2.55 per share, but was adjusted to reflect a 1-for-10 reverse stock split that occurred on June 4, 2019 and a share reprice to $1.39 per share that occurred on February 12, 2020.

4. The shares vested 1/12th of the first day of each month, commencing February 1, 2017 with the last 1/12th vesting on December 31, 2017.

5. This option was granted on January 2, 2018 and was previously reported as covering 10,500 shares at an exercise price of $1.57 per share, but was adjusted to reflect a 1-for-10 reverse stock split that occurred on June 4, 2019 and a share reprice to $1.39 per share that occurred on February 12, 2020.

6. The shares vested 1/48th of the first day of each month, commencing February 1, 2018.

7. This option was granted on January 2, 2018 and was previously reported as covering 27,500 shares at an exercise price of $1.57 per share, but was adjusted to reflect a 1-for-10 reverse stock split that occurred on June 4, 2019 and a share reprice to $1.39 per share that occurred on February 12, 2020.

8. The shares vested 1/12th of the first day of each month, commencing February 1, 2018 with the last 1/12th vesting on December 31, 2018.

9. This option was granted on August 8, 2019 and was previously reported with an exercise price of $3.25 per share, but was adjusted to reflect a share reprice to $1.39 per share that occurred on February 12, 2020.

10. The shares vested 1/48th of the first day of each month, commencing September 1, 2019.

	/s/ Linda Marban, Attorney-in-Fact	04/24/2024
	** 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.

Musket David B exercised 16,156 shares at a strike of $1.39, increasing direct ownership by 51% to 47,692 units (SEC Form 4)