Home/Filings/8-K/0001193125-26-021064
8-K//Current report

Jaguar Health, Inc. 8-K

Accession 0001193125-26-021064

$JAGXCIK 0001585608operating

Filed

Jan 22, 7:00 PM ET

Accepted

Jan 23, 4:15 PM ET

Size

833.0 KB

Accession

0001193125-26-021064

Research Summary

AI-generated summary of this filing

Updated

Jaguar Health, Inc. Exchanges Royalties & Preferred Stock for Pre-Funded Warrants

What Happened
Jaguar Health, Inc. announced and filed an 8-K reporting privately negotiated exchange agreements dated January 16, 2026 with Iliad Research & Trading, L.P. and Streeterville Capital, LLC. The company issued six pre-funded common stock purchase warrants in exchange for reductions in outstanding royalty interest balances and for cancellation and retirement of Series L and Series M perpetual preferred stock. The warrants are exercisable immediately at $0.001 per share and include ownership limits.

Key Details

  • Royalties exchanged:
    • Iliad: issued a pre-funded warrant to buy 1,553,844 shares in exchange for a $1,187,914.07 reduction of the October 8, 2020 royalty interest.
    • Streeterville: issued a pre-funded warrant to buy 1,111,837 shares in exchange for an $850,000 reduction of the August 24, 2022 royalty interest.
  • Preferred stock exchanges and cancellations:
    • Series L: Iliad received a warrant for 719,424 shares in exchange for 22 Series L shares (cancelled); Streeterville received a warrant for 3,249,908 shares in exchange for 99.3822 Series L shares (cancelled).
    • Series M: Iliad received a warrant for 2,870,503 shares in exchange for 87.78 Series M shares (cancelled); Streeterville received a warrant for 2,270,765 shares in exchange for 69.44 Series M shares (cancelled).
  • Warrant terms: all six pre-funded warrants (collectively) are exercisable immediately at $0.001 per share, can be exercised in part or in full until fully exercised, and include a 9.99% beneficial ownership cap for holders and their affiliates.
  • Filing notes: the 8-K lists these as Item 1.01 (material definitive agreements) and Item 3.02 (unregistered sales of equity securities); the actual agreements and warrant form are filed as exhibits.

Why It Matters
These transactions convert cash or ongoing royalty obligations and preferred equity into equity-linked instruments, reducing reported royalty balances and eliminating certain preferred shares without immediate cash outlay. For investors, the key effects to monitor are potential dilution if holders exercise the pre-funded warrants (despite the 9.99% ownership cap) and the company’s reduced royalty and preferred-stock obligations going forward. The filings provide the exact exchange terms and the warrant form for verification.