SCHEDULE: RA Capital Discloses 5.2% Stake in Capricor Therapeutics

RA Capital Management and its affiliates have reported beneficial ownership of 3,014,183 shares, representing 5.2% of Capricor Therapeutics' outstanding common stock.

Summary

• RA Capital Management, L.P., along with Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P., have filed a Schedule 13G.
• This filing indicates beneficial ownership of 3,014,183 shares of Capricor Therapeutics, Inc. common stock.
• This ownership represents 5.2% of the company's outstanding common stock as of May 11, 2026.
• The filing confirms that RA Capital Healthcare Fund, L.P. directly holds these shares.
• RA Capital Management, L.P. acts as the investment adviser for the Fund and may be deemed a beneficial owner.
• Peter Kolchinsky and Rajeev Shah are identified as controlling persons of RA Capital Management GP, LLC, the general partner of RA Capital.
• The reporting persons have entered into a joint filing agreement to file a single statement on Schedule 13G.
• The filing certifies that the securities were not acquired for the purpose of influencing control of the issuer.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a neutral to slightly positive filing, indicating a significant but not controlling stake by a known institutional investor. The filing primarily confirms ownership percentages and does not signal aggressive action or immediate strategic shifts.

Positives

• Confirmation of a significant institutional investor (RA Capital) holding a substantial stake (5.2%) in Capricor Therapeutics.
• The filing indicates that RA Capital has shared voting and dispositive power over the shares, suggesting active management of the investment.
• The reporting persons have certified that the shares are not held for the purpose of influencing control, which can be seen as a positive signal of alignment with existing management.

Negatives

• The filing is a Schedule 13G, which is typically an informational filing by passive investors, and does not indicate any activist intentions or immediate strategic changes.
• The Fund has disclaimed beneficial ownership of the securities it holds due to divested voting and investment power, which could imply a complex ownership structure.

Risks

• While this filing is informational, any future changes in RA Capital's stake or investment strategy could impact Capricor's stock price.
• The reliance on a Quarterly Report filed on May 13, 2026, for the outstanding share count means that any subsequent changes in share count are not reflected here.

Future Outlook

The filing itself does not contain forward-looking statements or guidance from Capricor Therapeutics. It is a disclosure of beneficial ownership by RA Capital.

Management Comments

• RA Capital Management, L.P. serves as investment adviser for the Fund and may be deemed a beneficial owner, for purposes of Section 13(d) of the Act, of any securities of the Issuer held by the Fund.
• The Fund has delegated to RA Capital the sole power to vote and the sole power to dispose of all securities held in the Fund's portfolio, including the shares of the Issuer's common stock reported herein.
• Because the Fund has divested voting and investment power over the reported securities it holds and may not revoke that delegation on less than 61 days' notice, the Fund disclaims beneficial ownership of the securities it holds for purposes of Section 13(d) of the Act.
• As managers of RA Capital, Dr. Kolchinsky and Mr. Shah may be deemed beneficial owners, for purposes of Section 13(d) of the Act, of any securities of the Issuer beneficially owned by RA Capital.
• RA Capital, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of the securities reported in this Schedule 13G other than for the purpose of determining their obligations under Section 13(d) of the Act, and the filing of this Schedule 13G shall not be deemed an admission that either RA Capital, Dr. Kolchinsky, or Mr. Shah is the beneficial owner of such securities for any other purpose.
• By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11.

Industry Context

StockSavvy.ai notes that RA Capital Management is a well-known institutional investor in the biotechnology and healthcare sectors. Their filings often signal significant stakes in companies they believe have strong potential, though a Schedule 13G filing typically indicates a passive investment approach rather than an activist one.

Stakeholder Impact

• Shareholders: The disclosure confirms a significant institutional investor's stake, which may be viewed positively by the market, but the passive nature of the filing suggests no immediate impact on control or strategy.
• Management: The filing confirms RA Capital's passive investment, implying no immediate pressure for strategic changes from this investor.
• Creditors: No direct impact is indicated as the filing pertains to equity ownership.

Next Steps

• RA Capital Management and its affiliates will continue to hold their disclosed stake in Capricor Therapeutics.
• Future filings will be made if their beneficial ownership changes by more than 5% or if their investment strategy shifts from passive to active.

Key Dates

Keywords

Capricor Therapeutics, RA Capital Management, Schedule 13G, Beneficial Ownership, Institutional Investor, Common Stock, Healthcare Fund, Investment Adviser