Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* DUNBAR GEORGE W JR	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)
(Last) (First) (Middle) C/O CAPRICOR THERAPEUTICS, INC., 8840 WILSHIRE BLVD., 2ND FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 2/12/2020
(Street) BEVERLY HILLS, CA 90211 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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. Trans. Date	2A. Deemed Execution Date, if any	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)

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$1.39	2/12/2020		A		5250		⁽¹⁾	8/8/2029	Common Stock	5250	⁽²⁾	5250	D
Stock Option (Right to Buy)	$1.39	2/12/2020		A		2800		⁽³⁾	1/2/2028	Common Stock	2800	⁽²⁾	2800	D
Stock Option (Right to Buy)	$1.39	2/12/2020		A		2606		⁽⁴⁾	1/3/2027	Common Stock	2606	⁽²⁾	2606	D
Stock Option (Right to Buy)	$1.39	2/12/2020		A		3000		⁽⁵⁾	6/2/2026	Common Stock	3000	⁽²⁾	3000	D
Stock Option (Right to Buy)	$1.39	2/12/2020		A		750		⁽⁵⁾	3/3/2025	Common Stock	750	⁽²⁾	750	D
Stock Option (Right to Buy)	$1.39	2/12/2020		A		1401		⁽⁵⁾	3/6/2023	Common Stock	1401	⁽²⁾	1401	D
Stock Option (Right to Buy)	$1.39	2/12/2020		A		15455		⁽⁵⁾	4/27/2022	Common Stock	15455	⁽²⁾	15455	D
Stock Option (Right to Buy)	$3.25	2/12/2020		D			5250	⁽¹⁾	8/8/2029	Common Stock	5250	⁽²⁾	0	D
Stock Option (Right to Buy)	$15.70	2/12/2020		D			2800	⁽³⁾	1/2/2028	Common Stock	2800	⁽²⁾	0	D
Stock Option (Right to Buy)	$25.50	2/12/2020		D			2606	⁽⁴⁾	1/3/2027	Common Stock	2606	⁽²⁾	0	D
Stock Option (Right to Buy)	$31.20	2/12/2020		D			3000	⁽⁵⁾	6/2/2026	Common Stock	3000	⁽²⁾	0	D
Stock Option (Right to Buy)	$57.80	2/12/2020		D			750	⁽⁵⁾	3/3/2025	Common Stock	750	⁽²⁾	0	D
Stock Option (Right to Buy)	$3.70	2/12/2020		D			1401	⁽⁵⁾	3/6/2023	Common Stock	1401	⁽²⁾	0	D
Stock Option (Right to Buy)	$3.70	2/12/2020		D			15455	⁽⁵⁾	4/27/2022	Common Stock	15455	⁽²⁾	0	D

Explanation of Responses:
(1)	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.
(2)	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.
(3)	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.
(4)	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.
(5)	The stock option award is fully vested and exercisable.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
DUNBAR GEORGE W JR C/O CAPRICOR THERAPEUTICS, INC. 8840 WILSHIRE BLVD., 2ND FLOOR BEVERLY HILLS, CA 90211	X