Spruce Biosciences (SPRB) director receives 3,400 options at $88.41

Rhea-AI Filing Summary

Spruce Biosciences reported a new stock option grant to a director. On 12/11/2025, the director acquired stock options to purchase 3,400 shares of common stock at an exercise price of $88.41, expiring on 12/10/2035. The options vest in equal monthly installments over three years so they are fully vested on the third anniversary of the grant date, and they will vest in full upon a Change in Control, subject to the director’s continuous service under the company’s 2020 Equity Incentive Plan.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Walbert Keli

(Last) (First) (Middle)

C/O SPRUCE BIOSCIENCES, INC.

611 GATEWAY BOULEVARD, SUITE 740

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SPRUCE BIOSCIENCES, INC. [ SPRB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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
Stock Option (Right to Buy)	$88.41	12/11/2025		A		3,400		(1)	12/10/2035	Common Stock	3,400	$0	3,400	D

Explanation of Responses:

1. The option vests in equal monthly installments over a three year period such that the option is fully vested on the third anniversary of the date of grant, subject to the Reporting Person's Continuous Service (as defined in the 2020 Equity Incentive Plan (the "Plan") through each such vesting date and will vest in full upon a Change in Control (as defined in the Plan).

	/s/ Samir Gharib, Attorney-in-Fact	12/15/2025
	** 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 Number.

FAQ

What did Spruce Biosciences (SPRB) disclose in this Form 4 filing?

The filing reports that a director of Spruce Biosciences acquired stock options to purchase 3,400 shares of the company’s common stock on 12/11/2025.

How many Spruce Biosciences (SPRB) stock options were granted and at what price?

The director received 3,400 stock options, each with an exercise price of $88.41 per share, covering 3,400 shares of Spruce Biosciences common stock.

What is the vesting schedule of the new Spruce Biosciences (SPRB) stock options?

The options vest in equal monthly installments over three years so that they are fully vested on the third anniversary of the grant date, subject to continuous service.

When do the Spruce Biosciences (SPRB) director’s options expire?

The director’s stock options expire on 12/10/2035, if they are not exercised or forfeited earlier under the terms of the equity incentive plan.

What happens to the Spruce Biosciences (SPRB) options if there is a Change in Control?

According to the disclosure, the options will vest in full upon a Change in Control, as defined in Spruce Biosciences’ 2020 Equity Incentive Plan, provided the director’s service conditions are met.

What is the reporting person’s relationship to Spruce Biosciences (SPRB)?

The reporting person is identified as a director of Spruce Biosciences, and the Form 4 is filed as a single reporting person filing.