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.
Spruce Biosciences filings document the regulatory, financing and governance record of a late-stage biopharmaceutical company developing TA-ERT for Sanfilippo Syndrome Type B (MPS IIIB). Form 8-K disclosures cover material agreements, including loan and security arrangements, at-the-market equity sale agreements, collaboration and license matters, and furnished clinical data updates related to the TA-ERT program.
Proxy materials describe shareholder voting matters, director elections, board committee changes, executive compensation and equity incentive plan matters. The filing record also includes capital-structure disclosures tied to common stock, equity awards, financing arrangements, risk factors and public-company governance.
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.
Spruce Biosciences (SPRB) reported an insider equity event for its President and CFO, Samir Gharib. A performance-based award of 2,053 RSUs granted on March 14, 2024 vested on October 20, 2025 after the board certified performance goals. To cover taxes, 661 shares were withheld at $148.16, resulting in a net issuance of 1,392 shares.
Following these transactions, the officer beneficially owns 6,066 shares, held directly. Each RSU represents the right to receive one share of SPRB common stock upon vesting.
Spruce Biosciences (SPRB) reported an insider equity event by its Chief Executive Officer and director. On 10/20/2025, the Board certified performance goals, causing 4,784 performance‑based RSUs granted on March 14, 2024 to vest. Each RSU represents the right to receive one share of SPRB common stock.
In connection with the vesting, 1,539 shares were withheld for taxes at a price of $148.16, resulting in a net issuance of 3,245 shares. Following these transactions, the reporting person directly beneficially owned 9,474 shares. The Form 4 reflects an “M” code for settlement of RSUs into common stock at $0 and an “F” code for tax withholding.
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 (SPRB): Initial insider ownership reported. A Form 3 discloses indirect beneficial ownership of 1,051 shares of common stock. The reporting person is identified as a Director and indicates the shares are held through private funds, with beneficial ownership disclaimed beyond any pecuniary interest.
The filing notes it is made by more than one reporting person, and includes a remark that these securities are also indirectly beneficially owned by Gregory Martinez.