0001104659-20-022102.txt : 20200214 0001104659-20-022102.hdr.sgml : 20200214 20200214180822 ACCESSION NUMBER: 0001104659-20-022102 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200212 FILED AS OF DATE: 20200214 DATE AS OF CHANGE: 20200214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DUNBAR GEORGE W JR CENTRAL INDEX KEY: 0001194712 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34058 FILM NUMBER: 20622390 MAIL ADDRESS: STREET 1: C/O COMPETITIVE TECHNOLOGIES, INC. STREET 2: 777 COMMERCE DRIVE, SUITE 100 CITY: FAIRFIELD STATE: CT ZIP: 06825 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CAPRICOR THERAPEUTICS, INC. CENTRAL INDEX KEY: 0001133869 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8840 WILSHIRE BLVD STREET 2: 2ND FLOOR CITY: BEVERLY HILLS STATE: CA ZIP: 90211 BUSINESS PHONE: (310) 358-3200 MAIL ADDRESS: STREET 1: 8840 WILSHIRE BLVD STREET 2: 2ND FLOOR CITY: BEVERLY HILLS STATE: CA ZIP: 90211 FORMER COMPANY: FORMER CONFORMED NAME: Nile Therapeutics, Inc. DATE OF NAME CHANGE: 20070920 FORMER COMPANY: FORMER CONFORMED NAME: SMI PRODUCTS INC DATE OF NAME CHANGE: 20010206 4 1 tm208086d5_4.xml OWNERSHIP DOCUMENT X0306 4 2020-02-12 0 0001133869 CAPRICOR THERAPEUTICS, INC. CAPR 0001194712 DUNBAR GEORGE W JR C/O CAPRICOR THERAPEUTICS, INC. 8840 WILSHIRE BLVD., 2ND FLOOR BEVERLY HILLS CA 90211 1 0 0 0 Stock Option (Right to Buy) 1.39 2020-02-12 4 A 0 5250 A 2029-08-08 Common Stock 5250 5250 D Stock Option (Right to Buy) 1.39 2020-02-12 4 A 0 2800 A 2028-01-02 Common Stock 2800 2800 D Stock Option (Right to Buy) 1.39 2020-02-12 4 A 0 2606 A 2027-01-03 Common Stock 2606 2606 D Stock Option (Right to Buy) 1.39 2020-02-12 4 A 0 3000 A 2026-06-02 Common Stock 3000 3000 D Stock Option (Right to Buy) 1.39 2020-02-12 4 A 0 750 A 2025-03-03 Common Stock 750 750 D Stock Option (Right to Buy) 1.39 2020-02-12 4 A 0 1401 A 2023-03-06 Common Stock 1401 1401 D Stock Option (Right to Buy) 1.39 2020-02-12 4 A 0 15455 A 2022-04-27 Common Stock 15455 15455 D Stock Option (Right to Buy) 3.25 2020-02-12 4 D 0 5250 D 2029-08-08 Common Stock 5250 0 D Stock Option (Right to Buy) 15.70 2020-02-12 4 D 0 2800 D 2028-01-02 Common Stock 2800 0 D Stock Option (Right to Buy) 25.50 2020-02-12 4 D 0 2606 D 2027-01-03 Common Stock 2606 0 D Stock Option (Right to Buy) 31.20 2020-02-12 4 D 0 3000 D 2026-06-02 Common Stock 3000 0 D Stock Option (Right to Buy) 57.80 2020-02-12 4 D 0 750 D 2025-03-03 Common Stock 750 0 D Stock Option (Right to Buy) 3.70 2020-02-12 4 D 0 1401 D 2023-03-06 Common Stock 1401 0 D Stock Option (Right to Buy) 3.70 2020-02-12 4 D 0 15455 D 2022-04-27 Common Stock 15455 0 D 3,000 of the shares were vested on the date of grant. The remaining 2,250 shares will vest 1/48th on the first day of each month, commencing September 1, 2019, until the stock option becomes fully vested and exercisable. 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 Registrant if the reporting person's service to the Registrant terminates prior to vesting. The reported transactions involved the repricing of outstanding options, resulting in the deemed cancellation of the "old" options and the grant of replacement options, with a new exercise price of $1.39 per share. 1,050 of the shares will vest 1/48th on the first day of each month, commencing February 1, 2018, until the stock option becomes fully vested and exercisable. The remaining 1,750 shares will vest 1/12th on the first day of each month, commencing February 1, 2018, with the last month vesting on December 31, 2018. 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 Registrant if the reporting person's service to the Registrant terminates prior to vesting. 856 of the shares will vest 1/48th on the first day of each month, commencing February 1, 2017, until the stock option becomes fully vested and exercisable. The remaining 1,750 shares will vest 1/12th on the first day of each month, commencing February 1, 2017, with the last month vesting on December 31, 2017. 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 Registrant if the reporting person's service to the Registrant terminates prior to vesting. The stock option award is fully vested and exercisable. /s/ Linda Marban, as Attorney-in-Fact 2020-02-14