Every 8-K that Spruce Biosciences, Inc. (SPRB) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow SPRB and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SPRB filings page.
Spruce Biosciences reported second quarter 2026 results and outlined late-stage plans for its lead therapy tralesinidase alfa enzyme replacement therapy (TA-ERT) in mucopolysaccharidoses type IIIB (MPS IIIB), a pediatric neurodegenerative disorder with no FDA‑approved treatments. A Biologics License Application for TA‑ERT is anticipated in the fourth quarter of 2026, seeking accelerated approval using cerebrospinal fluid heparan sulfate non‑reducing end as a surrogate endpoint. A randomized, single‑blind TrAnsform confirmatory study in approximately 14 children with severe MPS IIIB is also expected to start in the fourth quarter of 2026.
Patient advocacy groups Cure Sanfilippo Foundation and the National MPS Society made a combined $5.5 million strategic investment to help fund a TA‑ERT Expanded Access Program for about 10 U.S. participants, planned to begin in the fourth quarter of 2026. Cash and cash equivalents were $96.3 million as of June 30 2026, up from $48.9 million at year‑end 2025, which the company believes will fund planned operations and debt obligations into the second half of 2027. Total operating expenses were $16.5 million in the quarter, leading to a net loss of $16.2 million, or $(6.68) per share, and a six‑month net loss of $28.5 million, or $(14.96) per share. The company also strengthened its leadership with a new Chief Medical Officer and Vice President of Clinical Development.
Spruce Biosciences, Inc. appointed Adrian Quartel, M.D., FFPM as Chief Medical Officer on July 27, 2026, replacing Interim Chief Medical Officer Dr. Kirk Ways, who remains on the Board of Directors. Quartel has more than 25 years of international pharmaceutical experience across clinical development, pharmacovigilance, and medical affairs.
He previously served as Chief Medical Officer at Zevra Therapeutics, Acer Therapeutics, and Adamas Pharmaceuticals. Earlier, at BioMarin Pharmaceutical, he led global medical affairs and helped launch six treatments for rare diseases and genetic disorders, including the enzyme replacement therapies NAGLAZYME and Brineura. Quartel holds an M.D. from Erasmus University Medical School and a postgraduate specialization in pharmaceutical medicine, and is board certified by the UK General Medical Council in pharmaceutical medicine.
Spruce Biosciences, Inc. held its 2026 Annual Meeting of Stockholders on May 21, 2026 in virtual format. As of the March 24, 2026 record date, 1,372,278 common shares were outstanding, and 903,893 shares, or about 65.86%, were represented, establishing a quorum.
Stockholders elected three Class III directors—Michael Grey, Camilla V. Simpson and Javier Szwarcberg—to serve until the 2029 annual meeting. They also ratified BDO USA, P.C. as independent auditor for the year ending December 31, 2026 and approved, on an advisory basis, the compensation of named executive officers.
In addition, stockholders indicated a preference for holding an advisory vote on executive compensation every year. The company plans to include an annual, non-binding say‑on‑pay vote in its proxy materials until the next required frequency vote, which must occur no later than the 2032 annual meeting.
Spruce Biosciences reported a first quarter 2026 net loss of $12.3 million, or $(8.94) per share, improving from a $14.0 million loss a year earlier as total operating expenses fell to $12.0 million from $14.5 million on lower R&D spending.
Cash and cash equivalents were $54.1 million as of March 31, 2026 and approximately $107.3 million as of April 30, 2026, supported by a $69.0 million underwritten equity offering and a term loan facility of up to $50.0 million. The company expects this liquidity, together with the April financing, to fund planned operations and debt obligations into the second half of 2027 as it advances its lead therapy TA‑ERT toward a planned BLA submission in the fourth quarter of 2026.
Spruce Biosciences entered into an underwriting agreement for a public sale of 1,150,000 shares of common stock at $50.00 per share and pre-funded warrants to purchase 50,000 shares at $49.99 each. Underwriters also exercised a 30-day option to buy 180,000 additional shares at the public price.
The transaction is expected to generate approximately $69.0 million in gross proceeds before fees, providing new capital to the company. The pre-funded warrants carry a $0.01 exercise price and limits that generally cap any holder’s beneficial ownership at 4.99%, with the ability to elect up to 9.99% with advance notice.
Spruce Biosciences terminated its collaboration and license agreement with Kaken Pharmaceutical for tildacerfont in Japan, effective March 31, 2026, eliminating rights to up to approximately $65.0 million in potential milestone payments and future royalties, though no early termination penalties apply.
The company reported full-year 2025 net loss of $39.0 million, improved from $53.0 million in 2024, as total operating expenses fell to $36.5 million from $61.1 million, driven by ending tildacerfont development and focusing on tralesinidase alfa enzyme replacement therapy (TA-ERT) for Sanfilippo syndrome type B.
Cash and cash equivalents were $48.9 million as of December 31, 2025, and a loan facility with Avenue Capital provides up to $50 million, including an initial funded tranche of $15 million. Positive FDA Type B meetings support a planned biologics license application for TA-ERT in the fourth quarter of 2026, and new commercial and development leaders were added ahead of a potential launch.
Spruce Biosciences, Inc. entered a new Open Market Sale agreement with Jefferies that allows at‑the‑market issuances of common stock under its existing shelf registration, replacing a 2022 sales agreement. The company also highlighted progress for tralesinidase alfa enzyme replacement therapy (TA‑ERT) for Sanfilippo syndrome type B following positive FDA Type B meetings and is preparing a biologics license application targeted for the fourth quarter of 2026.
For 2025, Spruce reported cash and cash equivalents of $48.9 million as of December 31, 2025, excluding $15.0 million of loan proceeds received in January 2026, and expects this cash to fund operations into early 2027. Research and development expenses fell to $19.5 million from $46.4 million in 2024, while general and administrative expenses rose to $17.0 million from $14.6 million. Total operating expenses declined to $36.5 million from $61.1 million, and net loss narrowed to $39.0 million from $53.0 million.
Spruce secured a growth capital loan facility of up to $50 million from Avenue Capital Group, including an initial fully funded $15 million tranche and three additional tranches subject to conditions. The company appointed Corwin Dale Hooks as Chief Commercial Officer with a $480,000 base salary, target bonus up to 40% of salary, and an inducement restricted stock unit grant for 11,000 shares vesting over four years to support potential commercialization of TA‑ERT.
Spruce Biosciences filed a report describing new clinical data for its investigational enzyme replacement therapy tralesinidase alfa (TA-ERT) in Sanfilippo Syndrome Type B (MPS IIIB). Data presented at the 22nd Annual WORLDSymposium showed that long-term TA-ERT administration led to rapid and durable reductions in heparan sulfate, a key disease biomarker, and was associated with preserved cognitive and non-cognitive function versus natural history patients.
New analyses across one observational and three interventional studies using the validated VABS-II scale indicated that TA-ERT treatment was associated with stabilization of receptive and expressive communication and both fine and gross motor skills, in contrast to declines seen in untreated patients. The company also discussed plans and expectations around potential accelerated approval pathways, a future biologics license application, and the possibility that TA-ERT could become a first and best-in-class disease-modifying therapy for MPS IIIB, while emphasizing the significant risks and uncertainties that could cause actual outcomes to differ.
Spruce Biosciences entered a secured Loan and Security Agreement providing term loans in principal amounts of up to $50.0 million, plus a discretionary additional $10.0 million. An initial $15.0 million tranche is to be funded shortly after closing, with later tranches dependent on key regulatory and commercial milestones for its TA-ERT program for MPS IIIB. The loans bear interest at a floating rate with a minimum of 12.25% annually, mature on July 1, 2029, and are secured by substantially all company assets. The agreement includes interest-only periods that can be extended if milestones are met, standard negative covenants, and customary events of default.
As part of the financing, the lender receives a conversion option on up to $4.0 million of loan principal and a warrant to purchase up to $3,200,000 of common stock, with pricing tied to future equity financing and a potential $6,400,000 cash success fee if a change of control occurs before the warrant is issued. Spruce also reported preliminary unaudited cash and cash equivalents of approximately $48.9 million as of December 31, 2025.
Spruce Biosciences, Inc. appointed Keli Walbert to its board as a Class I director effective December 11, 2025, with a term running through the 2027 annual stockholder meeting. She will also serve on the Compensation Committee.
Upon joining, she received a nonstatutory option for 3,400 common shares vesting monthly over three years, plus an annual cash retainer of $40,000 as director and $5,000 for committee service, pro-rated for 2025. From January 1, 2026, her committee retainer rises to $5,500, and beginning with the 2026 annual meeting she becomes eligible for an annual nonstatutory stock option to purchase 1,700 shares, vesting by the next annual meeting or the first anniversary of grant.
Spruce Biosciences, Inc. reported a board change and a broad repricing of employee and director stock options. On December 11, 2025, Tiba Aynechi, Ph.D. resigned from the board and as Chair of the Compensation Committee, and her resignation was stated to be not due to any disagreement with the company.
On the same date, the board approved an option repricing that reduced the exercise price of certain outstanding options granted under its 2016 and 2020 equity plans to $104.13 per share, based on the 30‑day volume‑weighted average price. The repricing covers 30,174 shares and includes underwater options held by the CEO (11,666 options at $344.25) and the President and CFO (6,131 options at $122.65 to $1,506.00). A retention period applies, ending on the earlier of 12 months after the repricing date, FDA approval of the tralesinidase alfa product candidate, or a change in control, and options exercised before that time use the original higher exercise price. Vesting schedules, expirations, and share counts for these options were not changed.
Spruce Biosciences, Inc. filed a current report stating that it has released its financial results for the third quarter ended September 30, 2025. The company announced these results, along with corporate updates, in a press release dated November 10, 2025.
The press release is included as Exhibit 99.1 and is furnished, rather than filed, which means it is not automatically incorporated into other securities law filings unless specifically referenced.
Spruce Biosciences announced that director Bali Muralidhar, Ph.D. resigned from the board and the compensation committee, effective October 15, 2025. The company stated his departure was not due to any disagreement regarding operations, policies, or practices. This is a governance update with no operational or financial changes disclosed.
Spruce Biosciences, Inc. entered into a private placement with institutional investors, agreeing to sell 502,181 shares of common stock and pre-funded warrants to purchase up to 233,144 additional shares at a purchase price of $68.00 per share, for expected gross proceeds of approximately $50.0 million at closing. The pre-funded warrants have a $0.01 per share exercise price, are exercisable for five years, and include ownership limits that generally cap each holder below specified percentages of outstanding common stock. Spruce plans to file resale registration statements for the shares and warrant shares after closing and intends to use its strengthened capital position to advance tralesinidase alfa enzyme replacement therapy toward a planned biologics license application in the first quarter of 2026 and a potential U.S. commercial launch in late 2026.