Ownership Submission
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549INITIAL 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
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OMB APPROVAL
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OMB Number:3235-0104Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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Nippon Shinyaku Co Ltd
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2. Date of Event Requiring Statement (Month/Day/Year)
2024-04-03
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3. Issuer Name and Ticker or Trading Symbol
CAPRICOR THERAPEUTICS, INC. [CAPR]
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(Last)
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(First)
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(Middle)
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14 NISHINOSHO MONGUCHI CHO , KISSHOIN MINAMIKU
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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5. If Amendment, Date Original Filed(Month/Day/Year)
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6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
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2. Amount of Securities Beneficially Owned
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3. Ownership Form: Direct (D) or Indirect (I)
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4. Nature of Indirect Beneficial Ownership
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Date Exercisable and Expiration Date
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3. Title and Amount of Securities Underlying Derivative Security
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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6. Nature of Indirect Beneficial Ownership
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Nippon Shinyaku Co Ltd
14 NISHINOSHO MONGUCHI CHO
KISSHOIN MINAMIKU
KYOTO, M000000
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Signatures
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/s/ Takanori Edamitsu, Director, Business Management & Sustainability
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2024-08-23
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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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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(1)
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On September 29, 2023, the reporting person entered into a securities purchase agreement with Capricor Therapeutics, Inc., a Delaware corporation (the "Issuer"), pursuant to which the reporting person purchased (a) 2,145,922 shares of common stock, $0.001 par value per share (the "Common Stock"), of the Issuer's Common Stock and (b) warrants to purchase 2,145,922 shares of the Issuer's Common Stock (the "Warrants"). The combined offering price per share of Common Stock and the accompanying Warrant was $4.66. The Warrants will expire seven years from October 3, 2023 (the date of issuance).
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(2)
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The Warrants are fully exercisable.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Capricor Therapeutics Inc.