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CAPRICOR THERAPEUTICS, INC. Director's Dealing 2012

Apr 2, 2012

33192_dirs_2012-04-02_641107ee-a997-4cb8-bc88-c40e85a6870b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Nile Therapeutics, Inc. (NLTX)
CIK: 0001133869
Period of Report: 2012-03-30

Reporting Person: Evans Daron (Chief Financial Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-03-30 Common Stock P 12500 Acquired 25652 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-03-30 Warrant (Right to Buy) $.50 P 9375 Acquired Common Stock (9375) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 10200 Indirect
Common Stock 200 Indirect
Common Stock 200 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (Right to Buy) $2.71 2017-09-17 Common Stock (169797) 169797 Direct
Stock Option (Right to Buy) $2.71 2017-09-17 Common Stock (239899) 239899 Direct
Stock Option (Right to Buy) $.88 2019-01-15 Common Stock (49020) 49020 Direct
Stock Option (Right to Buy) $.89 2019-06-24 Common Stock (85628) 85628 Direct
Stock Option (Right to Buy) $.301 2020-07-08 Common Stock (200000) 200000 Direct
Stock Option (Right to Buy) $.37 2020-07-26 Common Stock (250000) 250000 Direct
Stock Option (Right to Buy) $.69 2021-04-18 Common Stock (50000) 50000 Direct
Warrant (Right to Buy) $1.25 2014-07-07 Common Stock (988) 988 Direct
Warrant (Right to Buy) $1.71 2014-07-07 Common Stock (988) 988 Direct
Warrant (Right to Buy) $2.28 2014-07-07 Common Stock (1976) 1976 Direct

Footnotes

F1: The reported securities were purchased by the Reporting Person at an aggregate price of $0.40 for one share of common stock and three-fourths of a warrant to purchase one share of common stock.

F2: On 9/17/2007, the Reporting Person was granted an option to purchase up to 288,458 shares of common stock of the Issuer. Up to 1/3 of the shares subject to the option may vest annually (or a pro rata portion thereof for a period of less than a full year) based on the achievement of certain performance milestones as determined by the Compensation Committee of the Board of Directors (the 'Committee') of the Issuer. On 3/4/2008, the Committee determined that options for the prorated period ending 12/31/2007 would vest in the amount of 76,528 shares, with options to purchase 8,034 shares being forfeited. On January 16, 2009, the Committee determined that options for the period ending 12/31/2008 would vest in the amount of 43,269 shares, with options to purchase 52,884 shares being forfeited. On 1/19/2010, the Committee determined that options for the period ending 12/31/2009 would vest in the amount of 50,000 shares, with options to purchase 46,153 shares being forfeited.

F3: Currently exercisable.

F4: On June 24, 2009, the Reporting Person was granted an option to purchase up to 100,000 shares of common stock of the Issuer, 25,000 of which were immediately exercisable. Vesting of 50,000 of the shares subject to the option was based on the achievement of certain performance milestones (or a pro rata portion thereof for a five-month period of such milestones) following the date of grant. On February 15, 2010, the Reporting Person's right to purchase 42,500 shares of such 50,000-share installment vested based on the achievement of such milestones; the remaining 7,500 shares of such installment were forfeited. Vesting of the final 25,000 shares of the total grant was subject to certain other performance milestones (or a pro rata portion thereof). On January 3, 2011, the Reporting Person's right to purchase 18,128 shares of such final 25,000-share installment vested based on the achievement of such milestones; the remaining 6,872 shares of such installment were forfeited.

F5: This option vests in twelve equal quarterly installments over three years with the first installment vesting on September 30, 2010.

F6: The warrants are exercisable for a period of five years beginning on the earlier of (i) the date on which a registration statement under the Securities Act of 1933, as amended, covering the shares of common stock issuable upon exercise of the warrants and the subsequent resale of such shares is declared effective by the Securities and Exchange Commission, and (ii) one year and one day after issuance.