Statement of Changes in Beneficial Ownership (4)
20 5월 2023 - 6:05AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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BOCHNOWSKI JAMES J |
2. Issuer Name and Ticker or Trading Symbol
Jaguar Health, Inc.
[
JAGX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O JAGUAR HEALTH, INC., 200 PINE STREET, SUITE 400 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/17/2023 |
(Street)
SAN FRANCISCO, CA 94104 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 5/17/2023 | | M | | 1280 | A | (2) | 2263 (3) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted stock units (1) | (2)(3) | 5/17/2023 (4) | | M | | | 1280 | (4) | (4) | Common Stock | 1280 | $0 | 0 | D | |
Explanation of Responses: |
(1) | Granted pursuant to the issuer's 2014 Stock Incentive Plan. |
(2) | Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. |
(3) | On January 23, 2023, the issuer effected a 75-for-1 reverse stock split of the issued and outstanding shares of its voting common stock (the "January 2023 Reverse Stock Split). Upon effectiveness of the January 2023 Reverse Stock Split, every 75 shares of voting common stock was automatically converted into one share of voting common stock. |
(4) | The restricted stock units were previously reported as covering 96,015 shares, but were adjusted to reflect the January 2023 Reverse Stock Split. Such restricted stock units were granted on March 28, 2022 and vested in full on May 17, 2023. Vested shares will be delivered to the reporting person on the vesting date provided in the grant notice. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BOCHNOWSKI JAMES J C/O JAGUAR HEALTH, INC. 200 PINE STREET, SUITE 400 SAN FRANCISCO, CA 94104 | X |
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Signatures
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/s/ Lisa A. Conte, Attorney-in-Fact | | 5/19/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
Jaguar Health (NASDAQ:JAGX)
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Jaguar Health (NASDAQ:JAGX)
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