Jaguar Health Files 8-K: Material Agreement, Equity Sales

TL;DR

Jaguar Health signed a big deal and sold some stock.

AI Summary

On May 20, 2025, Jaguar Health, Inc. entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and provided a Regulation FD disclosure. The filing includes financial statements and exhibits.

Why It Matters

This 8-K filing indicates significant corporate activity for Jaguar Health, including a new material agreement and equity transactions, which could impact its financial standing and stock performance.

Risk Assessment

Risk Level: medium — The filing details material agreements and unregistered equity sales, which can introduce financial and regulatory risks.

Key Players & Entities

• Jaguar Health, Inc. (company) — Registrant
• May 20, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 001-36714 (file_number) — SEC File Number
• 200 Pine Street , Suite 400 San Francisco , California 94104 (address) — Principal executive offices
• (415) 371-8300 (phone_number) — Registrant's telephone number

FAQ

From the Filing

0001193125-25-124500.txt : 20250522 0001193125-25-124500.hdr.sgml : 20250522 20250522062327 ACCESSION NUMBER: 0001193125-25-124500 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 18 CONFORMED PERIOD OF REPORT: 20250520 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250522 DATE AS OF CHANGE: 20250522 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Jaguar Health, Inc. CENTRAL INDEX KEY: 0001585608 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences EIN: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36714 FILM NUMBER: 25974686 BUSINESS ADDRESS: STREET 1: 200 PINE STREET SUITE 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 415-371-8300 MAIL ADDRESS: STREET 1: 200 PINE STREET SUITE 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 FORMER COMPANY: FORMER CONFORMED NAME: Jaguar Animal Health, Inc. DATE OF NAME CHANGE: 20130830 8-K 1 d927226d8k.htm 8-K 8-K false 0001585608 0001585608 2025-05-20 2025-05-20     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2025     JAGUAR HEALTH, INC. (Exact name of registrant as specified in its charter)       Delaware   001-36714   46-2956775 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)   200 Pine Street , Suite 400 San Francisco , California   94104 (Address of principal executive offices)   (Zip Code) Registrant’s telephone number, including area code: (415) 371-8300     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, Par Value $0.0001 Per Share   JAGX   The Nasdaq Stock Market       Item 1.01 Entry into a Material Definitive Agreement On May 20, 2025, Jaguar Health, Inc. (“Jaguar” or the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with the purchasers named therein (each, an “Investor” and collectively, the “Investors”), pursuant to which the Company agreed to issue and sell, in a registered direct offering by the Company directly to the Investors priced at-the-market under the rules of The