Capricor Therapeutics (CAPR) Form 4 CAPRICOR THERAPEUTICS / Louis Manzo ownership change

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).

1. Name and Address of Reporting Person^*

Manzo Louis

(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)
03/31/2022

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
Common Stock	03/31/2022		M		27,904	A	$1.39	27,904	D
Common Stock	03/31/2022		F(1)		11,309	D	$3.43(1)	16,595	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)	$1.39(2)	03/31/2022		M			15,455	(3)	04/27/2022	Common Stock	15,455(2)	$0	0	D
Stock Option (Right to Buy)	$1.39(4)	03/31/2022		M			12,449	(5)	04/27/2022	Common Stock	12,449(4)	$0	0	D

Explanation of Responses:

1. Represents a "net exercise" of outstanding stock options. These shares were withheld by the Issuer for payment of the exercise price, based on the closing market price of the Issuer's common stock on March 31, 2022 of $3.43. The options would otherwise expire on April 27, 2022, pursuant to their terms.

2. This option was granted on April 27, 2012 and was previously reported as covering 154,555 shares at an exercise price of $0.37 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.

3. The shares vested 1/48th of the first day of each month, commencing May 1, 2012.

4. This option was granted on April 27, 2012 and was previously reported as covering 124,491 shares at an exercise price of $0.37 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.

5. The shares vested immediately.

	/s/ Linda Marban, Attorney-in-Fact	04/01/2022
	** 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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