Jaguar Health Inc 2025年度报告

Form 10-K (Mark One) Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. YesNo Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T duringthe preceding 12 months (or for such shorter period that the registrant was required to submit such files). YesNo Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’sknowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financialaccounting standards provided pursuant to Section 13(a) of the Exchange Act. TABLE OF CONTENTS Item No.Page No.PART IItem 1.Business1Item 1A.Risk Factors30Item 1B.Unresolved Staff Comments66Item 1C.Cybersecurity66Item 2.Properties67Item 3.Legal Proceedings67Item 4.Mine Safety Disclosure67PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities68Item 6.Selected Financial Data71Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations72Item 7A.Qualitative and Quantitative Disclosures About Market Risk90Item 8.Financial Statements and Supplementary Data91Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure162Item 9A.Controls and Procedures162Item 9B.Other Information162Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections162PART IIIItem 10.Directors, Executive Officers and Corporate Governance163Item 11.Executive Compensation163Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters163Item 13.Certain Relationships and Related Transactions, and Director Independence163Item 14.Principal Accountant Fees and Services163PART IVItem 15.Exhibits, Financial Statement Schedules164SIGNATURES176 PART I Forward‑looking statements This Form 10‑K contains forward‑looking statements within the meaning of Section 21E of the Securities Exchange Act of1934, as amended, or the Exchange Act. All statements other than statements of historical facts contained in this Form 10‑K,including statements regarding our future results of operations and financial position, business strategy, prospective products,product approvals, research and development costs, timing of receipt of clinical trial, field study and other study data, andlikelihood of success, commercialization plans and timing, other plans and objectives of management for future operations, andfuture results of current and anticipated products are forward‑looking statements. These statements involve known and unknownrisks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materiallydifferent from any future results, performance or achievements expressed or implied by the forward‑looking statements. In some cases, you can identify forward‑looking statements by terms such as “may,” “will,” “should,” “expect,” “plan,”“aim,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or“continue” or the negative of these terms or other similar expressions. The forward‑looking statements in this Form 10‑K are onlypredictions. We have based these forward‑looking statements largely on our current expectations and projections about futureevents and financial trends that we believe may affect our business, financial condition and results of operations. Theseforward‑looking statements speak only as of the date of this Form 10‑K and are subject to a number of risks, uncertainties andassumptions described under the sections in this Form 10‑K titled “Risk Factors” and “Management’s Discussion and Analysis ofFinancial Condition and Results of Operations” and elsewhere in this Form 10‑K. Forward‑looking statements are subject toinherent risks and uncertainti