[SCHEDULE 13G] Jasper Therapeutics, Inc. SEC Filing

Rhea-AI Filing Summary

Kingdon Capital Management, L.L.C. and its founder Mark Kingdon have filed a Schedule 13G with the U.S. SEC disclosing a passive ownership position in Jasper Therapeutics, Inc. (NASDAQ: JSPR).

• Shares owned: 765,000 voting common shares.
• Ownership percentage: 5.1% of Jasper’s outstanding common stock.
• Voting & dispositive power: Both reporting persons hold shared voting and dispositive power over all reported shares; no sole voting or dispositive authority.
• Date of event: 03 July 2025; filing signed 11 July 2025.
• Filing basis: Schedule 13G indicates the stake is for investment purposes only and is not intended to influence control of the issuer.
• Reporting persons: • Kingdon Capital Management, L.L.C. – Delaware investment adviser (Type IA). • Mark Kingdon – U.S. individual (Type HC, IN). All securities are held on behalf of advisory clients of Kingdon Capital.
• Certification: Both filers certify the shares were “not acquired and are not held for the purpose of changing or influencing control.”

This disclosure places Kingdon Capital among Jasper’s significant shareholders, crossing the 5% reporting threshold and potentially increasing institutional visibility in the stock.

Positive

• Institutional ownership milestone: Kingdon Capital’s 5.1% position introduces a well-known hedge-fund investor, potentially enhancing market confidence and liquidity in JSPR.

Negative

• None.

Insights

Portfolio Manager

TL;DR: Institutional investor Kingdon Capital now holds 5.1% of JSPR, signaling fresh passive interest without control intent.

Crossing the 5% threshold makes Kingdon Capital a reportable beneficial owner and adds a new, experienced hedge-fund presence to Jasper's register. Because the filing is on Schedule 13G (not 13D) and explicitly disclaims any activism, the stake appears purely investment-driven. At roughly three-quarters of a million shares, Kingdon’s entry modestly diversifies institutional ownership and may bolster liquidity, but it does not by itself alter Jasper’s strategic direction. Overall impact is incrementally positive for sentiment yet not materially transformative for fundamentals.

Corporate Governance Specialist

TL;DR: 13G filing denotes passive stake; no governance pressure expected.

The joint filing clarifies shared but not controlling voting authority, with zero sole power, mitigating any immediate governance implications. The certification language under Item 10 reaffirms non-activist intent. Consequently, board composition, control structure, and takeover defenses remain unchanged. From a governance viewpoint the disclosure is routine compliance; however, future switches from 13G to 13D would warrant closer monitoring.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Jasper Therapeutics, Inc.

(Name of Issuer)

Voting Common Stock, par value $0.0001 per share

(Title of Class of Securities)

471871202

(CUSIP Number)

07/03/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 471871202

1

Names of Reporting Persons

KINGDON CAPITAL MANAGEMENT, L.L.C.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 765,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 765,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

765,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.1 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 471871202

1

Names of Reporting Persons

Mark Kingdon

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 765,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 765,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

765,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.1 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Jasper Therapeutics, Inc.
(b)	Address of issuer's principal executive offices: 2200 Bridge Parkway, Suite #102, Redwood City, CA 94065, United States of America
Item 2.
(a)	Name of person filing: Kingdon Capital Management, L.L.C. Mark Kingdon
(b)	Address or principal business office or, if none, residence: Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, New York 10019 United States of America Mark Kingdon c/o Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, New York 10019 United States of America
(c)	Citizenship: Kingdon Capital Management, L.L.C. - Delaware Mark Kingdon - United States
(d)	Title of class of securities: Voting Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 471871202
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: Kingdon Capital Management, L.L.C. - 765,000 Mark Kingdon - 765,000
(b)	Percent of class: Kingdon Capital Management, L.L.C. - 5.1% Mark Kingdon - 5.1%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Kingdon Capital Management, L.L.C. - 0 Mark Kingdon - 0
	(ii) Shared power to vote or to direct the vote: Kingdon Capital Management, L.L.C. - 765,000 Mark Kingdon - 765,000
	(iii) Sole power to dispose or to direct the disposition of: Kingdon Capital Management, L.L.C. - 0 Mark Kingdon - 0
	(iv) Shared power to dispose or to direct the disposition of: Kingdon Capital Management, L.L.C. - 765,000 Mark Kingdon - 765,000
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. All of the securities reported in this Schedule 13G are directly owned by advisory clients of Kingdon Capital Management, L.L.C. None of those advisory clients may be deemed to beneficially own more than 5% of the Voting Common Stock, par value $0.0001 per share.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Please see Exhibit B attached hereto.
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

KINGDON CAPITAL MANAGEMENT, L.L.C.

Signature:	By: /s/ Richard Weinstein
Name/Title:	Richard Weinstein / Chief Operating Officer & General Counsel
Date:	07/11/2025

Mark Kingdon

Signature:	By: /s/ Mark Kingdon
Name/Title:	Mark Kingdon
Date:	07/11/2025

Comments accompanying signature: * Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. To the extent that "ownership of 5 percent or less of a class" was indicated in Item 5, such response only applies to the Reporting Person(s) that indicated elsewhere herein that it beneficially owns five percent (5%) or less of the class.

Exhibit Information

Exhibit A - Joint Filing Agreement Exhibit B - Control Person Identification

FAQ

Who filed the Schedule 13G for Jasper Therapeutics (JSPR)?

The filing was submitted jointly by Kingdon Capital Management, L.L.C. and its founder Mark Kingdon.

How many Jasper Therapeutics shares does Kingdon Capital own?

They report beneficial ownership of 765,000 voting common shares.

What percentage of JSPR’s outstanding shares is represented?

The 765,000 shares equal 5.1% of Jasper’s common stock.

Is Kingdon Capital seeking control of Jasper Therapeutics?

No. The Schedule 13G and Item 10 certification state the shares are held passively, without intent to influence control.

When did the ownership threshold trigger occur?

The reportable event date is July 3, 2025; the filing was signed on July 11, 2025.

Does Kingdon Capital have sole voting or dispositive power?

They have shared voting and dispositive power over all reported shares and no sole authority.