--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-26-231083" form_type: "8-K" ticker: "JAGX" cik: "0001585608" company_name: "Jaguar Health, Inc." filed_at: "2026-05-19T21:07:21+00:00" generated_at: "2026-05-19T21:10:15.629022+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # Jaguar Health exchanges $22.7M in royalty interests for Series Q Preferred Stock ## Summary - Uptown Capital: $12.5M royalty reduction for 500 Series Q shares. - Streeterville: $3.7M reduction (148 shares) + $6.5M reduction (260 shares). - Series Q carries 10% annual preferred return payable in additional Series Q shares. - Company can exchange Series Q for common at Minimum Price; 9.99% ownership cap. - Restrictive covenants include equity issuance limit and majority-holder consent rights. ## SEC filing metadata - accession: 0001193125-26-231083 - form_type: 8-K - ticker: JAGX - cik: 0001585608 - company_name: Jaguar Health, Inc. - filed_at: 2026-05-19T21:07:21+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 1.01, 2.03, 3.02, 5.03, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1585608/000119312526231083/0001193125-26-231083-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1585608/000119312526231083/d227929d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-26-231083 - JSON: https://secwatch.observer/filing/0001193125-26-231083.json - Plain text: https://secwatch.observer/filing/0001193125-26-231083.txt ## Key facts - Debt Financings Jaguar Health, Inc. amended debt of $12 million with Streeterville Capital, LLC. - Principal: $12 million - Counterparty: Streeterville Capital, LLC - Event: amendment source text: 22, 2020, Jaguar Health, Inc. (the “Company”) sold to Uptown Capital, LLC(f/k/a Irving Park Capital, LLC) (“Uptown”) a royalty interest in the original principal amount of $12 million (as amended, the “December 2020 Royalty Interest”). On May 19, 2026, the Company entered into a privately negotiated exchange agreement (the “Uptown Series Q Exchange Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1585608/000119312526231083/0001193125-26-231083-index.htm - Debt Financings Jaguar Health, Inc. amended debt of $12 million with Uptown Capital, LLC. - Principal: $12 million - Counterparty: Uptown Capital, LLC - Event: amendment source text: 22, 2020, Jaguar Health, Inc. (the “Company”) sold to Uptown Capital, LLC(f/k/a Irving Park Capital, LLC) (“Uptown”) a royalty interest in the original principal amount of $12 million (as amended, the “December 2020 Royalty Interest”). On May 19, 2026, the Company entered into a privately negotiated exchange agreement (the “Uptown Series Q Exchange Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1585608/000119312526231083/0001193125-26-231083-index.htm - Governance Changes Jaguar Health, Inc.: Filed Certificate of Designation for Series Q Preferred Stock, establishing preferences, rights, and limitations (effective 2026-05-19). - Change: charter amendment - Effective: 2026-05-19 source text: The preferences, rights, limitations and other matters relating to the Series Q Preferred Stock are set forth in the Certificate of Designation, which the Company filed with the Secretary of State of the State of Delaware on May 19, 2026. The Certificate of Designation became effective with the Secretary of State of the State of Delaware upon filing. evidence_url: https://www.sec.gov/Archives/edgar/data/1585608/000119312526231083/0001193125-26-231083-index.htm - Material Agreements Jaguar Health, Inc. entered into Uptown Series Q Exchange Agreement with Uptown Capital, LLC (f/k/a Irving Park Capital, LLC) valued at $12,500,000 reduction in the outstanding balance (effective 2026-05-19). - Action: entry - Counterparty: Uptown Capital, LLC (f/k/a Irving Park Capital, LLC) - Value: $12,500,000 reduction in the outstanding balance - Effective: 2026-05-19 source text: On May 19, 2026, the Company entered into a privately negotiated exchange agreement (the "Uptown Series Q Exchange Agreement") with Uptown. Pursuant to the Uptown Series Q Exchange Agreement, the Company issued 500 shares of Series Q Perpetual Preferred Stock (the "Series Q Preferred Stock") to Uptown in exchange for a $12,500,000 reduction in the outstanding balance of the December 2020 Royalty Interest. evidence_url: https://www.sec.gov/Archives/edgar/data/1585608/000119312526231083/0001193125-26-231083-index.htm - Material Agreements Jaguar Health, Inc. entered into Second Streeterville Series Q Exchange Agreement with Streeterville Capital, LLC valued at $6,500,000 reduction in the outstanding balance (effective 2026-05-19). - Action: entry - Counterparty: Streeterville Capital, LLC - Value: $6,500,000 reduction in the outstanding balance - Effective: 2026-05-19 source text: and (ii) a privately negotiated exchange agreement (the "Second Streeterville Series Q Exchange Agreement"; together with the Uptown Series Q Exchange Agreement and the First Streeterville Series Q Exchange Agreement, collectively, the "CVP Exchange Agreements") also with Streeterville, pursuant to which the Company issued 260 shares of Series Q Preferred Stock to Streeterville in exchange for an additional $6,500,000 reduction in the outstanding balance of the August 2022 Royalty Interest. evidence_url: https://www.sec.gov/Archives/edgar/data/1585608/000119312526231083/0001193125-26-231083-index.htm - Material Agreements Jaguar Health, Inc. entered into First Streeterville Series Q Exchange Agreement with Streeterville Capital, LLC valued at $3,700,000 reduction in the outstanding balance (effective 2026-05-19). - Action: entry - Counterparty: Streeterville Capital, LLC - Value: $3,700,000 reduction in the outstanding balance - Effective: 2026-05-19 source text: On May 19, 2026, the Company entered into (i) a privately negotiated exchange agreement (the "First Streeterville Series Q Exchange Agreement") with Streeterville, pursuant to which the Company issued 148 shares of Series Q Preferred Stock to Streeterville in exchange for a $3,700,000 reduction in the outstanding balance of the August 2022 Royalty Interest evidence_url: https://www.sec.gov/Archives/edgar/data/1585608/000119312526231083/0001193125-26-231083-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.