Jonathan S. Wolin - 31 Mar 2025 Form 4 Insider Report for Jaguar Health, Inc. (JAGX)

Role
Chief of Staff, Chief Compliance Officer and General Counsel
Signature
/s/ Jonathan S. Wolin
Issuer symbol
JAGX
Transactions as of
31 Mar 2025
Transactions value $
$450,000,000
Form type
4
Filing time
02 Apr 2025, 20:10:05 UTC
Previous filing
10 Oct 2024
Next filing
26 Jun 2025
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction JAGX Convertible Promissory Note Purchase $450,000,000 +9,000 $50,000* 9,000 31 Mar 2025 Common Stock 9,000 $5.56 Direct F1
transaction JAGX Warrant to Purchase Common Stock Purchase +9,000 9,000 31 Mar 2025 Common Stock 9,000 $5.43 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The 6% convertible promissory note (the "Note") was issued to pursuant to a securities purchase agreement between Jaguar Health, Inc. (the "Company") and the reporting person dated March 26, 2025 (the "Purchase Agreement"). The Note will mature three months after issuance, and is convertible, at the reporting person's option, in part or in full, into an aggregate of 9,000 shares of the Company's voting common stock, par value $0.0001 per share (the "Common Stock"), at a conversion price of $5.555 per share.
F2 As an inducement to enter into the Purchase Agreement, the reporting person received a warrant (the "Warrant") to purchase up to 9,000 shares of Common Stock with an exercise price of $5.43 per share. The Warrant is exercisable immediately upon issuance and will expire on the earlier of (i) five years from the date of issuance, (ii) the consummation of a fundamental transaction and (iii) the consummation of a liquidation event.

Remarks:

Chief of Staff, Chief Compliance Officer and General Counsel