James J. Bochnowski - Jun 24, 2025 Form 4 Insider Report for Jaguar Health, Inc. (JAGX)

Role
Director
Signature
/s/ James J. Bochnowski
Stock symbol
JAGX
Transactions as of
Jun 24, 2025
Transactions value $
$207,900,000
Form type
4
Date filed
6/26/2025, 04:38 PM
Previous filing
Apr 2, 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
BOCHNOWSKI JAMES J Director C/O JAGUAR HEALTH, INC., 200 PINE STREET, SUITE 400, SAN FRANCISCO /s/ James J. Bochnowski 2025-06-26 0001255743

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 Disposed to Issuer -$4.05B -27K -100% $150,000.00 0 Jun 24, 2025 Common Stock 27K $5.56 See footnote F1, F3
transaction JAGX Convertible Promissory Note Award $4.26B +28.4K $150,000.00 28.4K Jun 24, 2025 Common Stock 28.4K $5.56 See footnote F1, F3
transaction JAGX Warrant to Purchase Common Stock Award +54.8K 27K Jun 24, 2025 Common Stock 54.8K $2.70 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 reporting person disposed of a 6% convertible promissory note maturing on 6/30/2025 (the "Original Note") that was originally issued to pursuant to a securities purchase agreement between Jaguar Health, Inc. (the "Company") and the reporting person dated March 26, 2025 in exchange for a new 6% convertible promissory note that matures on 1/30/2026 (the "New Note") in an issuer exchange offer. The New Note is convertible, at the reporting person's option, in part or in full, into an aggregate of 28,388 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 issuer exchange offer, the reporting person received a warrant (the "Warrant") to purchase up to 54,786 shares of Common Stock with an exercise price of $2.70 per share. The Warrant is exercisable immediately upon receipt of stockholder approval and will expire on the earlier of (i) 18 months 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 the Bochnowski Family Trust. Mr. Bochnowski, by virtue of his position as a co-trustee and beneficiary of such trust and his sharing of voting and investment control over the securities held by the trust with his spouse, may be deemed to beneficially own the securities held by the Bochnowski Family Trust for purposes of Section 16