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

Role
Director
Signature
/s/ Jonathan B. Siegel
Stock symbol
JAGX
Transactions as of
Mar 31, 2025
Transactions value $
$450,000,000
Form type
4
Date filed
4/2/2025, 08:10 PM
Previous filing
Oct 10, 2024

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 $450M +9K $50,000.00* 9K Mar 31, 2025 Common Stock 9K $5.56 See Footnote F1, F3
transaction JAGX Warrant to Purchase Common Stock Purchase +9K 9K Mar 31, 2025 Common Stock 9K $5.43 See Footnote F2, F3
* 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.
F3 Securities held directly by JBS Healthcare Ventures LLC. Mr. Siegel, by virtue of his position as the sole member of JBS Healthcare Ventures LLC, may be deemed to beneficially own the securities held by JBS Healthcare Ventures LLC for purposes of Section 16