Jaguar Health, Inc. 8-K

What Happened
Jaguar Health, Inc. (through its wholly owned subsidiary Napo Pharmaceuticals, Inc.) filed an 8-K on June 25, 2026 disclosing two material actions. On June 22, 2026 Napo and Jaguar entered a First Amendment to the January 12, 2026 Manufacturing and Supply Agreement with Woodward Specialty LLC to clarify title transfer and temporary inventory management during Woodward’s operational and licensing transitions. On June 25, 2026 the company announced it elected an Optional Conversion of its outstanding Series O Convertible Preferred Stock into voting common stock; each preferred share automatically converted into 3.209 shares of common stock at 12:00 p.m. Eastern on June 25, 2026.

Key Details

• First Amendment dated June 22, 2026 clarifies how and where title to manufactured inventory transfers and temporarily keeps inventory management with Napo.
• Napo will manage that inventory until the earlier of (i) satisfaction of certain conditions in the amendment or (ii) December 31, 2026.
• Woodward will assume responsibility for certain costs and liabilities related to services provided by Napo during the transition.
• Series O preferred conversion: each share converts into 3.209 shares of common stock at 12:00 p.m. ET on June 25, 2026; the company filed a press release (Exhibit 99.1) and the First Amendment is attached as Exhibit 10.1.

Why It Matters

• The supply-agreement amendment is intended to ensure manufacturing and inventory continuity while Woodward completes operational and licensing changes, reducing near-term operational disruption risk.
• The automatic conversion of Series O preferred into common stock increases the company’s voting common shares outstanding (i.e., is dilutive to preferred holders and changes the common share count), which investors should note when assessing share-based metrics and ownership percentages.
• The filing also includes forward-looking statements about Jaguar’s intestinal failure program, plans to seek Breakthrough Therapy designation for crofelemer in microvillus inclusion disease (MVID), and an expected NDA filing in the first half of 2027; these are plans the company may pursue but are subject to risks and uncertainties described in Jaguar’s public filings.