SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Wolin Jonathan S.

(Last) (First) (Middle)
C/O JAGUAR HEALTH, INC.
201 MISSION STREET, SUITE 2375

(Street)
SAN FRANCISCO CA 94105

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/04/2019
3. Issuer Name and Ticker or Trading Symbol
Jaguar Health, Inc. [ JAGX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief of Staff, CCO & GC
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)(1) (2) 11/28/2028 Common Stock 1,428 $30.8 D
Stock Option (right to buy)(1) (3) 07/24/2029(4) Common Stock 260,513 $1.73 D
Stock Option (right to buy)(1) (5) 09/05/2029 Common Stock 43,500 $1.2 D
Explanation of Responses:
1. Granted pursuant to the Issuer's 2014 Stock Incentive Plan.
2. One quarter of the options vested on August 28, 2019 (the "Initial Vesting Date"), nine months from the date of grant, with the remaining options vesting in equal monthly installments for each month of continuous service, beginning on September 28, 2019, such that it is vested in full on the 3-year anniversary of the Initial Vesting Date.
3. Vests in equal monthly installments beginning on July 24, 2019, with one month of options, or 43,500 options, vested as of the grant date based on the reporting person's number of years of employment with the issuer, such that the grant is vested in full on the 3-year anniversary of the grant date.
4. The option grant was approved by the issuer's board of directors on July 19, 2019, subject to James J. Bochnowski, the chairman of the board of directors, and Karen S. Wright, the former Chief Financial Officer of the issuer, determining the exact number of option shares to be granted per option based on the issuer's fully diluted shares outstanding following the issuer's underwritten public offering that closed on July 23, 2019. Mr. Bochnowski and Ms. Wright certified the exact number of option shares to be granted on July 24, 2019, such that the effective date of the option grant was July 24, 2019.
5. Vests in equal monthly installments for each month of continuous service, beginning on October 5, 2019, such that it is vested in full on the 3-year anniversary of the grant date.
/s/ Jonathan S. Wolin 09/13/2019
** 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 5 (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 Number.