Welcome to our dedicated page for Spruce Biosciences SEC filings (Ticker: SPRB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Spruce Biosciences, Inc. (SPRB) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures, along with AI-powered summaries to help interpret complex documents. Spruce is a late-stage biopharmaceutical company focused on developing and commercializing novel therapies for neurological disorders with significant unmet medical need, and its filings offer detailed insight into clinical programs, financing arrangements, and corporate governance.
Investors can review current reports on Form 8-K that describe material events such as the company’s loan and security agreement with Avenue Venture Opportunities Fund II, L.P. for up to $50.0 million in term loans tied to regulatory and commercial milestones for tralesinidase alfa enzyme replacement therapy (TA-ERT) in Sanfilippo Syndrome Type B (MPS IIIB). Other 8-K filings cover a private placement of common stock and pre-funded warrants with institutional investors, conditional Nasdaq approval and resumption of trading on the Nasdaq Capital Market, reverse stock split implementation, quarterly financial results, and changes in the composition of the board of directors.
Spruce’s filings also detail equity and compensation structures, including option repricing actions for certain outstanding stock options and the non-employee director compensation policy under which new directors such as Keli Walbert receive stock option grants and cash retainers. These documents help clarify how the company uses equity incentives and capital structure adjustments to support its development and listing objectives.
Through this page, you can monitor Spruce’s annual reports (Form 10-K) and quarterly reports (Form 10-Q) when filed, which expand on risk factors, financial statements, and management’s discussion of operations. Form 4 and related insider transaction reports, when available, can be used to track trading activity by officers and directors. Stock Titan’s AI tools summarize lengthy filings, highlight key terms in financing agreements, and surface important disclosures related to TA-ERT’s development path, Nasdaq listing status, and the company’s liquidity and capital resources.
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.
Spruce Biosciences, Inc. filed a Form 3 initial beneficial ownership report for a company director, stating that no securities were beneficially owned as of 12/11/2025.
The report is filed by one reporting person under Section 16(a) and includes a power of attorney authorizing Samir Gharib, as attorney-in-fact, to sign on the reporting person's behalf.
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 executive Samir Gharib, the company’s President and CFO, reported vesting of restricted stock units (RSUs) that converted into common shares. On December 10, 2025, 514 RSUs from a March 14, 2024 grant vested after a specified clinical development objective was achieved; 184 shares were withheld for taxes, resulting in a net issuance of 330 common shares. On December 11, 2025, 1,900 RSUs from a separate grant vested, with 680 shares withheld for taxes and a net issuance of 1,220 shares. Following these transactions, Gharib directly owns 7,616 shares of Spruce Biosciences common stock and 5,700 RSUs, each representing a right to receive one share.
Spruce Biosciences, Inc. reported insider equity activity by its chief executive officer and director involving restricted stock units (RSUs) that vested into common shares and related tax withholding. On December 10, 2025, 1,196 RSUs vested into common stock, and 428 shares were withheld for taxes at $85.67 per share, resulting in a net issuance of 768 shares. On December 11, 2025, 4,950 RSUs vested, and 2,194 shares were withheld for taxes at $88.41 per share, resulting in a net issuance of 2,756 shares.
Following these transactions, the reporting person directly owned 12,998 shares of Spruce Biosciences common stock and 14,850 RSUs. The RSUs include a 4,784-unit award tied to achievement of a specified clinical development objective, vesting in four annual 25% tranches, and a separate 19,800-unit award vesting 25% at grant and 25% on each of December 15, 2026, 2027 and 2028, subject to continued service.
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 (SPRB) reported Q3 2025 results marked by tighter spending, liquidity strain, and key program milestones. The company posted a net loss of $8.2 million for the quarter and $24.3 million year‑to‑date, with no collaboration revenue recognized in 2025. Operating expenses fell to $8.2 million in Q3 (from $10.0 million a year ago) as R&D declined on program discontinuations and a 55% workforce reduction, partly offset by increased TA‑ERT manufacturing.
Cash and cash equivalents were $10.7 million at September 30, 2025, and the filing states “substantial doubt” about the ability to continue as a going concern. After quarter‑end, Spruce raised approximately $50.0 million in gross proceeds via a private placement and subsequently terminated and repaid its SVB term loan, including the $0.3 million supplemental final payment. The company effected a 1‑for‑75 reverse stock split and relisted on Nasdaq. Development shifted to tralesinidase alfa (TA‑ERT) for MPS IIIB, which received FDA Breakthrough Therapy designation in October 2025, with a planned BLA submission in the first quarter of 2026.
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, Inc. filed an S-3 registering up to 735,325 shares for resale by selling stockholders, consisting of 502,181 outstanding shares and 233,144 shares issuable upon exercise of pre-funded warrants. The company will not receive proceeds from stockholder sales; it would receive only the $0.01 per share exercise price if any pre-funded warrants are exercised for cash.
The shares relate to a private placement that closed on October 9, 2025. The resale may occur from time to time in public or private transactions at market or negotiated prices as described under “Plan of Distribution.” Including two holder examples shown: ExodusPoint Partners Master Fund, LP 144,580; Citadel CEMF Investments Ltd. 110,000. Shares outstanding were 1,065,672 as of October 10, 2025.
The pre-funded warrants are exercisable at any time, subject to a beneficial ownership limitation of 4.99% or 9.99% (holder election), with a maximum increase upon 60 days’ notice, not above 19.99%.
Spruce Biosciences, Inc. filed an S-3 shelf registration to offer up to $300,000,000 of common stock, preferred stock, debt securities, and warrants, to be sold from time to time in one or more offerings. Terms and amounts for any specific sale will be set in a future prospectus supplement.
The company may sell securities directly, through agents, to/through underwriters or dealers, and may use at-the-market offerings. Net proceeds, if any, will be used for general corporate purposes, including working capital, operating expenses, and capital expenditures. Spruce’s common stock trades on the Nasdaq Capital Market under “SPRB”; the last reported price was $124.51 on October 28, 2025.
Spruce completed a one-for-seventy-five reverse stock split effective August 4, 2025; share counts in the prospectus reflect this, including approximately 563,042 shares outstanding as of December 31, 2024.
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