UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~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): June 1722, 2026

~~Jaguar~~ ~~Health~~JAGUAR HEALTH, ~~Inc~~INC.

(Exact name of ~~Registrant~~registrant as ~~Specified~~specified in ~~Its~~its ~~Charter~~charter)

Delaware	001-36714	46-2956775
(State or Other Jurisdictionof Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

200 Pine Street
200 Pine Street, Suite 400
Suite 400
San Francisco, California		94104
(Address of Principal Executive Offices)		(Zip Code)
(Address of principal executive offices)		(Zip Code)

Registrant’s ~~Telephone~~telephone ~~Number~~number, ~~Including~~including ~~Area~~area ~~Code~~code: (415) 371-8300

~~(Former~~Check ~~Name~~the orappropriate ~~Former~~box ~~Address,~~below if ~~Changed~~the ~~Since~~Form ~~Last~~8-K ~~Report~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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:

☐	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 ~~registered~~Act ~~pursuant~~of to1933 ~~Section 12~~(b§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act: of 1934 (§240.12b-2 of this chapter).

Title of each class		TradingSymbol(s)		Name of each exchangeon which registered
Common Stock, Par Value $0.0001 Per Share		JAGX		The Nasdaq Stock Market

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. ☐

~~Item~~Securities ~~1.01~~registered ~~Entry~~pursuant ~~into~~to aSection 12(b) ~~Material~~of ~~Definitive~~the ~~Agreement.~~Act:

Royalty Interest Global Amendments


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 Capital Market

OnItem ~~June 17, 2026, Jaguar Health, Inc~~7.01 ~~(the~~Regulation ~~“Company”)~~FD ~~entered into an amendment (the “Uptown 2020 Royalty Interest Global Amendment No~~Disclosure. 5”) to the royalty interest in the original principal amount of $12 million, as amended (the “Uptown 2020 Royalty Interest”) with Uptown Capital, LLC (f/k/a Irving Park Capital, LLC; “Uptown”), pursuant to which Section 2.2 of the Uptown 2020 Royalty Interest was deleted and replaced in its entirety such that, beginning on October 1, 2026, the monthly Royalty Payment shall be the greater of (a) $750,000.00, and (b) the actual Royalty Payment amount Uptown is entitled to for such month pursuant to Section 2.1 of the Uptown 2020 Royalty Interest.

On June 1722, 2026, ~~the~~Jaguar ~~Company~~Health, ~~also~~Inc. ~~entered into an amendment~~ (the “~~Streeterville 2022 Royalty Interest Global Amendment No. 5~~Company”) toissued ~~the~~a ~~royalty~~press ~~interest~~release inannouncing ~~the~~that, ~~original~~following ~~principal~~an ~~amount~~evaluation of ~~$12 million~~current ~~dated~~market ~~August 24~~conditions, ~~2022,~~its asBoard ~~amended~~of ~~(the~~Directors ~~“Streeterville~~has ~~2022~~decided ~~Royalty~~to ~~Interest”)~~initiate ~~with~~a ~~Streeterville~~process ~~Capital, LLC (“Streeterville”), pursuant~~ to ~~which~~explore ~~Section 2.2 of the Streeterville 2022 Royalty Interest was deleted~~ and ~~replaced~~review ina ~~its~~range ~~entirety such that initiation~~ of ~~monthly~~strategic ~~payments~~alternatives ~~shall~~focused beon ~~extended~~maximizing ~~from~~shareholder ~~July 1,~~value. ~~2026~~A tocopy ~~October 1, 2026, the monthly Royalty Payment shall be the greater~~ of ~~(a) $750,000.00, and (b)~~ the ~~actual~~press ~~Royalty~~release ~~Payment amount Streeterville~~ is ~~entitled~~furnished toas ~~for~~Exhibit ~~such month pursuant to Section 2~~99.1 ofto ~~the~~this ~~Streeterville~~Current ~~2022~~Report ~~Royalty~~on ~~Interest~~Form 8-K.

The ~~foregoing~~information ~~descriptions~~under ofItem ~~the~~7.01 ~~Uptown~~and ~~2020~~in ~~Royalty~~Exhibit ~~Interest Global Amendment No~~99. 51 ~~and~~to ~~Streeterville~~this ~~2022~~Current ~~Royalty~~Report ~~Interest~~on ~~Global~~Form ~~Amendment~~8-K ~~No. 5~~shall do not ~~purport~~be deemed to be ~~complete~~“filed” for purposes of Section 18 of the Securities and ~~are~~Exchange ~~qualified~~Act inof ~~their~~1934 ~~respective~~(the ~~entirety~~“Exchange byAct”), ~~reference~~or otherwise subject to the ~~Uptown~~liabilities ~~2020~~thereof, ~~Royalty~~nor ~~Interest~~shall ~~Global~~it ~~Amendment~~be ~~No. 5~~deemed ~~and~~to ~~Streeterville~~be ~~2022~~incorporated ~~Royalty~~by ~~Interest~~reference ~~Global~~in ~~Amendment~~any ~~No. 5,~~filing ~~copies~~under ofthe ~~which~~Exchange ~~are~~Act ~~filed~~or ~~herewith~~under asthe ~~Exhibits~~Securities ~~4.1~~Act ~~and~~of ~~4.2~~1933, ~~respectively,~~except ~~and~~to ~~incorporated~~the ~~herein~~extent byspecifically ~~reference~~provided in any such filing.

~~Note~~This ~~Amendments~~Current Report on Form 8-K contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements regarding the Company’s plan to explore potential strategic alternatives, the Company’s expectation that the timing of this strategic exploration process will align with the anticipated completion of clinical work in support of the filing of a New Drug Application by the Company for its crofelemer prescription drug candidate for rare intestinal failure diseases, and the Company’s expectation that the process of identifying a suitable strategic alternative will support its goal of maximizing the value of its intestinal failure development program and benefit all stakeholders. The words “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. While the Company believes its plans, intentions and expectations reflected in those forward-looking statements are reasonable, these plans, intentions or expectations may not be achieved. The Company’s actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements. For information about the factors that could cause such differences, please refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, including the information discussed under the captions “Item 1 Business,” “Item 1A. Risk Factors” and “Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as the Company’s various other filings with the SEC. Given these uncertainties, you should not place undue reliance on these forward-looking statements. The Company assumes no obligation to update any forward-looking statement.

On June 17, 2026, the Company and Napo Pharmaceuticals, Inc., the Company’s wholly-owned subsidiary (“Napo” and together with the Company, the “Borrower”), entered into an amendment (the “2021 Note Amendment No. 4”) with Streeterville to the secured promissory note in the original principal amount of $6,220,812.50 (as amended, the “2021 Note”) issued by Borrower to Streeterville on January 19, 2021 pursuant to that certain Note Purchase Agreement among the same parties dated as of the even date. Pursuant to the 2021 Note Amendment No. 4, the maturity date of the 2021 Note is extended from July 1, 2026 to October 1, 2026.

The foregoing description of the 2021 Note Amendment No. 4 does not purport to be complete and is qualified in its entirety by reference to the 2021 Note Amendment No. 4, a copy of which is filed herewith as Exhibit 4.3 and incorporated herein by reference.

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Exchange Transactions

As previously disclosed, on May 19, 2026, Jaguar Health, Inc. (the “Company”) sold and issued to Streeterville Capital, LLC (“Streeterville”) an aggregate of 408 shares of Series Q Perpetual Preferred Stock (the “Series Q Preferred Stock”) in two privately negotiated exchange transactions.

On June 9, 2026, the Company entered into a privately negotiated exchange agreement with Streeterville (the “First Exchange Agreement”), pursuant to which the Company issued 34,798 shares (the “First Exchange Shares”) of the Company’s common stock, par value $0.0001 (the “Common Stock”), to Streeterville in exchange for an aggregate of 3.8 outstanding shares of Series Q Preferred Stock held by Streeterville (the “First Exchanged Preferred Shares”). Upon completion of such exchange, the First Exchanged Preferred Shares were cancelled and retired.

On June 17, 2026, the Company entered into another privately negotiated exchange agreement with Streeterville (the “Second Exchange Agreement”), pursuant to which the Company issued 36,796 shares (the “Second Exchange Shares”) of Common Stock to Streeterville in exchange for an aggregate of 3.4 outstanding shares of Series Q Preferred Stock held by Streeterville (the “Second Exchanged Preferred Shares”), which when combined with the First Exchange Shares resulted in the aggregate issuance by the Company of more than 5% of the Company’s issued and outstanding shares of Common Stock, as last reported in the Company’s Quarterly Report on Form 10-Q filed on May 20, 2026. Upon completion of such exchange, the Second Exchanged Preferred Shares were cancelled and retired.

On June 18, 2026, the Company entered into another privately negotiated exchange agreement with Streeterville (the “Third Exchange Agreement”), pursuant to which the Company issued 38,655 shares (the “Third Exchange Shares”) of Common Stock to Streeterville in exchange for an aggregate of 3.68 outstanding shares of Series Q Preferred Stock held by Streeterville (the “Third Exchanged Preferred Shares”). Upon completion of such exchange, the Third Exchanged Preferred Shares were cancelled and retired.

The First Exchange Agreement, the Second Exchange Agreement and the Third Exchange Agreement (collectively, the “Exchange Agreements”) include representations, warranties, and covenants customary for a transaction of this type.

The foregoing description of the Exchange Agreements does not purport to be complete and is qualified in their entirety by the Exchange Agreements, copies of which are filed herewith as Exhibits 10.1, 10.2 and 10.3 and incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information contained above in Item 1.01 under the headings “Royalty Interest Global Amendments” and “Note Amendments” is hereby incorporated by reference into this Item 2.03 in its entirety.

Item 3.02 Unregistered Sales of Equity Securities.

The information contained above in Item 1.01 under the heading “Exchange Transactions” is hereby incorporated by reference into this Item 3.02 in its entirety.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

ExhibitNo.		Description
4.1		Global Amendment No. 5, dated June 17, 2026, by and between Jaguar Health, Inc. and Uptown Capital, LLC
99.1		Press Release, dated June 22, 2026
4.2		Global Amendment No. 5, dated June 17, 2026, by and between Jaguar Health, Inc. and Streeterville Capital, LLC
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).
4.3		Amendment to the 2021 Note, dated June 17, 2026, by and among Jaguar Health, Inc., Napo Pharmaceuticals, Inc. and Streeterville Capital, LLC
10.1		Exchange Agreement, dated June 9, 2026, by and between Jaguar Health, Inc. and Streeterville Capital, LLC
10.2		Exchange Agreement, dated June 17, 2026, by and between Jaguar Health, Inc. and Streeterville Capital, LLC
10.3		Exchange Agreement, dated June 18, 2026, by and between Jaguar Health, Inc. and Streeterville Capital, LLC
104		Cover Page Interactive Data File (embedded within the inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


JAGUAR HEALTH, INC.

By:		/s/ Lisa A. Conte
Name:		Lisa A. Conte
Title:		President and Chief Executive Officer

-Date: 4June 22, -2026

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Jaguar Health, Inc

Date: June 18, 2026

/s/ Lisa A. Conte

Lisa A. Conte

President and Chief Executive Officer

Filing Compare · Jaguar Health, Inc.