Jaguar Health, Inc. filings document a commercial-stage pharmaceutical issuer with Nasdaq-listed common stock and a focus on plant-derived gastrointestinal medicines. Recent 8-K reports cover Nasdaq continued-listing standards, bid-price and publicly held share requirements, reverse-stock-split effects, pre-funded warrant exercises, stockholders' equity considerations, and material agreements involving Napo Pharmaceuticals.
Proxy and charter filings describe stockholder votes, amendments to the company's certificate of incorporation, authorized-share changes, and governance procedures. The company's regulatory record also includes disclosures on crofelemer programs, Mytesi, Canalevia-CA1, operating and financial results, capital structure, clinical or regulatory matters, and other material events affecting the human-health and animal-health businesses.
Jaguar Health, Inc. filed Post-Effective Amendment No. 1 to its Form S-1 to update information on the selling stockholders and plan of distribution for an existing resale registration. The amendment relates to up to 40,874,552 shares of voting common stock previously registered for resale in connection with a June 2026 common stock purchase agreement with C/M Capital Master Fund, LP that establishes an equity line of credit.
The registered shares comprise up to 40,000,000 Purchase Shares that Jaguar may sell to C/M Capital plus up to 874,552 Commitment Shares, including shares underlying pre-funded warrants issued as consideration for entering the agreement. Jaguar is not selling securities under this prospectus and will not receive proceeds from selling stockholders’ resales, but may raise up to $40 million in gross proceeds from future sales of common stock to C/M Capital under the Purchase Agreement, subject to conditions including a $1.10 floor price, volume limits, a 4.99% beneficial ownership cap, and Nasdaq Rule 5635(d) stockholder approval.
As of July 10, 2026, Jaguar had 4,910,402 common shares outstanding; if all 40,874,552 registered shares were issued, they would represent over 89.3% of then-outstanding shares, highlighting substantial potential dilution and stock price pressure discussed in the risk factors. Proceeds from any future equity line draws are intended for working capital and general corporate purposes, including potential redemption of Series P Preferred Stock. Jaguar continues to focus on plant-derived gastrointestinal therapies, including crofelemer programs for HIV-related diarrhea, cancer therapy–related diarrhea, and rare intestinal failure conditions.
Jaguar Health, Inc. has called a special stockholder meeting for September 4, 2026 to approve several capital structure and equity proposals. Stockholders of record on July 6, 2026, holding 4,857,211 shares of Common Stock and 889.28 shares of Series Q Preferred Stock, may vote subject to a 9.99% voting cap on Series Q.
Proposal 1 seeks Nasdaq Rule 5635(d) approval to issue Common Stock upon exchange of Series Q Preferred Stock, which at an assumed $2.50 exchange price could result in up to 7,911,743 new shares, about 62.0% of pre-transaction Common Stock. Proposal 2 would reprice Investor Warrants on 60,781 shares to $1.00 and, together with 682,661 Series O dividend shares, permit issuance of up to 745,354 shares, about 13.3% of current Common Stock. Proposal 3 would amend the 2014 Stock Incentive Plan so the pool equals 14% of fully diluted shares as of September 30, 2026, versus 10,591 shares currently available (about 0.17% fully diluted). Proposal 4 would allow adjournment to seek additional proxies. The board unanimously recommends voting FOR all four proposals.
Jaguar Health, Inc. is registering the potential resale of up to 5,483,086 shares of voting common stock for existing investors, not issuing new shares in this transaction and receiving no resale proceeds. These shares may be issued under a June 9, 2026 Series P Non-Convertible Preferred Stock financing and related pre-funded warrants, including up to 4,395,605 Redemption Shares, 32,535 Commencement Shares, and up to 1,054,946 Dividend Shares based on an 8% annual dividend over three years using a $0.546 Floor Price.
The preferred financing raised $2 million through 240 Series P shares with 8% dividends payable in cash or stock subject to an Equity Condition, and is linked to a $40 million equity line of credit with C/M Capital. As of July 10, 2026, common shares outstanding were 4,910,402; if all registered shares were issued, they would represent over 52.76% of the then-outstanding common stock, creating substantial dilution and potential selling pressure. The company also discloses restrictive covenants in the preferred agreements that can limit additional financings and details anti-takeover and capital structure terms.
Jaguar Health, Inc. registers up to 40,874,552 shares of common stock for resale by C/M Capital Master Fund, LP under a committed equity line of up to $40 million. Jaguar is not selling shares in this offering and will not receive proceeds from stockholder resales, though it may receive cash from future share sales to C/M Capital under the purchase agreement.
The equity line allows Jaguar, at its discretion and subject to conditions, to direct C/M Capital to buy shares through fixed and VWAP-based purchases, generally at a 5% discount to market, with a floor price of $1.10 and a 4.99% beneficial ownership cap. Shares outstanding were 4,910,402 as of July 10 2026; if all registered shares were issued, they would represent over 89% of that figure, materially diluting existing holders.
Jaguar intends to use any proceeds from sales to C/M Capital for working capital and general corporate purposes, including potential redemption of Series P Preferred Stock. The company also highlights extensive gastrointestinal drug-development programs centered on crofelemer, including orphan and rare disease indications such as MVID and SBS-IF.
Jaguar Health, Inc. is calling a special meeting on September 4, 2026 to seek stockholder approval for several equity-related actions. Proposal 1 would approve, for Nasdaq Listing Rule 5635(d) purposes, issuing common shares from time to time upon exchange of 889.28 outstanding shares of Series Q Perpetual Preferred Stock, which were issued in exchange for reductions of two $12 million royalty interests held by Uptown Capital and Streeterville Capital. Each Series Q share has a $25,000 stated value and exchanges at a variable price based on recent Nasdaq closing prices, so full exchange could result in a very large increase in common shares outstanding and materially dilute existing holders.
Proposal 2 would reprice investor warrants on 60,781 common shares from exercise prices of $35.00–$266.44 down to $1.00 per share, with a shortened post-approval exercise window and cashless exercise, and recognizes that these warrants, together with related Series O dividend and placement-agent warrants, could result in up to 745,354 new shares, about 13.3% of common stock as of July 6, 2026. Proposal 3 would amend the 2014 Stock Incentive Plan so that the share pool equals 14% of fully diluted common shares as of September 30, 2026, up from 10,591 shares currently available (about 0.17% fully diluted). Proposal 4 would permit adjournments to gather additional proxies. Record-date voting power is 4,857,211 common shares and 889.28 Series Q shares, with each Series Q carrying 6,890 votes but subject to a 9.99% Voting Cap.
Jaguar Health, Inc. is registering 41,000,000 shares of common stock for potential resale by C/M Capital Master Fund, LP under a committed equity financing structure. This consists of up to 40,000,000 Purchase Shares issuable under a June 9, 2026 common stock purchase agreement plus up to 1,000,000 Commitment Shares issued as consideration.
The company will not receive proceeds from resale of these shares, but may raise up to $40 million in gross proceeds from selling shares to C/M Capital over time, subject to pricing formulas, an $1.10 floor price, ownership caps and other conditions. Shares outstanding were 4,910,402 as of July 10, 2026; issuing all 41,000,000 registered shares would represent over 89.3% of that total, creating significant potential dilution.
Jaguar develops crofelemer-based therapies for complex gastrointestinal and intestinal failure conditions, with FDA-approved Mytesi and multiple orphan-designated programs. Recent financings include a $2.0 million private placement of Series P preferred stock and a fully converted Series O preferred stock dividend, both adding to the capital structure described in this prospectus.
Jaguar Health, Inc. is registering for resale up to 40,800,000 shares of common stock held or issuable to C/M Capital Master Fund, LP under a committed equity line. Jaguar is not selling shares in this prospectus and will receive no proceeds from the selling stockholder’s resales.
Under a June 2026 purchase agreement, Jaguar may sell up to $40 million of stock to C/M Capital at its discretion, subject to a floor price of $1.10, daily caps and a 4.99% beneficial ownership limit. As of July 10 2026, Jaguar had 4,910,402 common shares outstanding; if all 40,800,000 registered shares were issued, they would exceed 89.3% of then-outstanding shares, implying substantial potential dilution.
Recent financings include a January 2026 US license with Future Pak providing $16.0 million upfront plus potential $2.0 million additional and up to $20 million in milestones, a $2.0 million Series P preferred stock private placement, and conversion of Series O preferred into common stock. Jaguar’s lead drug crofelemer has FDA approval for HIV-related diarrhea and holds multiple orphan drug designations, with advanced development in rare intestinal failure disorders MVID and SBS-IF.
Jaguar Health has filed a resale registration covering up to 5,522,551 shares of common stock, all to be sold from time to time by selling stockholders under prior financing arrangements. The company is not selling shares in this offering and will not receive proceeds from these resales.
The registered shares are tied mainly to its June 2026 financing of 240 shares of Series P Preferred Stock for $2 million, including potential redemption, warrant and dividend shares linked to an 8% annual dividend. As of July 10, 2026, common shares outstanding were 4,910,402; if all registered shares were issued, they would represent more than 52.93% of the outstanding common stock, indicating substantial potential dilution and overhang.
Jaguar also describes a committed $40 million equity line of credit and a pipeline centered on crofelemer for HIV-related diarrhea, cancer therapy-related diarrhea and ultra-rare intestinal failure conditions, where crofelemer carries multiple Orphan Drug Designations in the US and EU.