Statistiche di base
| CIK | 1683553 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Spruce Biosciences, Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| August 14, 2025 |
CONFIDENTIAL Exhibit 10.2 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”. TWIST BIOSCIENCE CORPORATION FIRST AMENDMENT TO ANTIBODY LICENSING AGREEMENT This First Amen |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2025 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commissio |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| August 14, 2025 |
Exhibit 99.1 Spruce Biosciences Reports Second Quarter 2025 Financial Results and Provides Corporate Updates Integrated Long-Term Clinical Data of Tralesinidase Alfa Enzyme Replacement Therapy (TA-ERT) Demonstrates Profound and Durable Efficacy and Safety in Patients with Sanfilippo Syndrome Type B (MPS IIIB) Biologics License Application Submission of TA-ERT for MPS IIIB Anticipated in First Quar |
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| August 14, 2025 |
Form of Amended 2025 Pre-Funded Warrant to Purchase Common Stock Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| July 24, 2025 |
Exhibit 99.1 Spruce Biosciences Announces Reverse Stock Split Spruce’s Common Stock to Begin Trading on a Post-Split Adjusted Basis on August 5, 2025 Relisting on Nasdaq Capital Market Anticipated Following Compliance with Minimum Bid Price for 20 Consecutive Trading Days South San Francisco, Calif. – July 24, 2025 – Spruce Biosciences, Inc. (OTCQB: SPRB), a late-stage biopharmaceutical company fo |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2025 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 24, 2025 |
Certificate of Amendment of the Amended and Restated Certificate of Incorporation Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SPRUCE BIOSCIENCES, INC. July 23, 2025 Spruce Biosciences, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the corporation is “Spruce Biosciences, Inc.” The original certificate of incorporation was filed |
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| June 12, 2025 |
Ool.t or SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Mater |
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| June 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2025 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission F |
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| June 6, 2025 |
Proposal 3 Reverse Stock Split r SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| June 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| May 29, 2025 |
Exhibit 10.1 PURCHASE AGREEMENT This Purchase Agreement (this “Agreement”) is made as of May 28, 2025, by and between the purchaser listed on Exhibit A attached hereto (the “Purchaser”) and Spruce Biosciences, Inc., a Delaware corporation (the “Company”). Recitals A. The Company desires to sell to the Purchaser, and the Purchaser desires to purchase from the Company, one share of Series A Preferre |
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| May 29, 2025 |
FORM 8-K Item 9.01 Financial Statements and Exhibits. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2025 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission F |
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| May 29, 2025 |
Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock Exhibit 3.1 SPRUCE BIOSCIENCES, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware THE UNDERSIGNED DOES HEREBY CERTIFY, on behalf of Spruce Biosciences, Inc., a Delaware corporation (the “Company”), that the following resolution was duly adopted by the board of directors |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| May 6, 2025 |
Exhibit 99.1 Spruce Biosciences Reports First Quarter 2025 Financial Results and Provides Corporate Updates Acquisition of Tralesinidase Alfa Enzyme Replacement Therapy (TA-ERT) for the Treatment of Sanfilippo Syndrome Type B (MPS IIIB) Biologics License Application (BLA) Submission to U.S. FDA for TA-ERT Expected in 1H 2026 South San Francisco, Calif. – May 6, 2025 – Spruce Biosciences, Inc. (OTC |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 28, 2025 |
r SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2025 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 18, 2025 |
r SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 15, 2025 |
Tralesinidase Alfa Enzyme Replacement Therapy (TA-ERT) for the Treatment of Sanfilippo Syndrome Type B (MPS IIIB) Conference Call April 15, 2025 Javier Szwarcberg, M. |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2025 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 15, 2025 |
Exhibit 10.28 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”. COLLABORATION AND LICENSE AGREEMENT BETWEEN HBM ALPHA THERAPEUTICS, INC. AND SPRUCE BIOSCIENCES, INC. Ja |
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| April 15, 2025 |
Exhibit 10.26 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”. ANTIBODY LICENSE AGREEMENT This Antibody License Agreement (this “Agreement”) dated as of December 20, 2 |
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| April 15, 2025 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT Dated as of October 4, 2024, By and Between AVX (ABC), LLC, as Assignee for the Benefit of Creditors of Allievex Corporation and SPRUCE BIOSCIENCES, INC. TABLE OF CONTENTS Page Article I PURCHASE AND SALE 1 1.01 Purchase and Sale 1 1.02 Purchase Price 1 1.03 Release of the Escrow Deposit 2 1.04 Purchased Assets and Excluded Assets. 2 1.05 Consents to Certain As |
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| April 15, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Spruce Biosciences, Inc. |
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| April 15, 2025 |
Form of 2025 Pre-Funded Warrant to Purchase Common Stock Exhibit 4.7 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| April 15, 2025 |
As filed with the Securities and Exchange Commission on April 15, 2025 As filed with the Securities and Exchange Commission on April 15, 2025 Registration No. |
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| April 15, 2025 |
Spruce Biosciences Announces New Corporate Strategy and Acquisition of Tralesinidase Alfa for the Treatment of Sanfilippo Syndrome Type B (MPS IIIB) Biologics License Application (BLA) Submission to U. |
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| April 15, 2025 |
Exhibit 10.27 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”. EXCLUSIVE LICENSE AGREEMENT This Exclusive License Agreement (the “Agreement”) is made and entered into |
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| April 15, 2025 |
Exhibit 19.1 Spruce Biosciences, Inc. Insider Trading Policy Introduction During the course of your relationship with Spruce Biosciences, Inc. (“Spruce Biosciences”), you may receive material information that is not yet publicly available (“material nonpublic information”) about Spruce Biosciences or other publicly traded companies that Spruce Biosciences has business relationships with. Material |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-395 |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q Fo |
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| February 13, 2025 |
Schedule 13G Exhibit A Joint Filing Agreement The undersigned hereby agree that this Statement on Schedule 13G with respect to the beneficial ownership of shares of Common Stock of Spruce Biosciences, Inc. |
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| December 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2024 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commiss |
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| December 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2024 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commiss |
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| November 14, 2024 |
SPRB / Spruce Biosciences, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 14, 2024 |
SPRB / Spruce Biosciences, Inc. / 5AM Opportunities II, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm2427620d30sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this State |
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| November 12, 2024 |
SC 13G/A 1 sc13ga109076sprb11142024.htm AMENDMENT NO. 1 TO THE SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par va |
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| November 12, 2024 |
EX-99.1 2 ex991to13ga109076sprb111424.htm JOINT FILING AGREEMENT Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated November 12, 2024, with respect to the Common Stock, par value $0.0001 per share, of Spruce Biosciences, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersi |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 11, 2024 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commiss |
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| November 12, 2024 |
Exhibit 99.1 Spruce Biosciences Reports Third Quarter 2024 Financial Results and Provides Corporate Updates Topline Data from CAHmelia-204 Study of Tildacerfont in Adult Congenital Adrenal Hyperplasia (CAH) Anticipated in December 2024 Topline Data from CAHptain-205 Study of Tildacerfont in Adult and Pediatric CAH Anticipated in December 2024 Cash Runway Through the End of 2025 South San Francisco |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| October 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2024 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commissi |
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| October 23, 2024 |
EX-99.A BD-DIR-RESOL 2 exasprb13ga.htm Exhibit A Joint Filing Agreement The undersigned hereby agree that this Statement on Schedule 13G with respect to the beneficial ownership of shares of Common Stock of Spruce Biosciences, Inc. is filed jointly on behalf of each of them. Rosalind Advisors, Inc. By: Name: Steven Salamon Title: President Rosalind Master Fund L.P. By: Name: Mike McDonald Title: D |
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| October 23, 2024 |
SPRB / Spruce Biosciences, Inc. / Rosalind Advisors, Inc. Passive Investment SC 13G/A 1 rosalindsprb13gasep20.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2) Under the Securities Exchange Act of 1934 Spruce Biosciences, Inc. (Name of Issuer) Common Shares (Title of Class of Securities) 85209E109 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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| August 12, 2024 |
Exhibit 99.1 Spruce Biosciences Reports Second Quarter 2024 Financial Results and Provides Corporate Updates Announced Strategic Collaboration with HMNC Brain Health GmbH (HMNC) to Develop Tildacerfont for the Treatment of Major Depressive Disorder (MDD) Topline Data from CAHmelia-204 Study of Tildacerfont in Adult Congenital Adrenal Hyperplasia (CAH) Anticipated in Q4 2024 Topline Data from CAHpt |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2024 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commissio |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| June 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2024 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission F |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission F |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission F |
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| May 13, 2024 |
Exhibit 99.1 Spruce Biosciences Reports First Quarter 2024 Financial Results and Provides Corporate Updates Analyses of Data from CAHmelia-203 in Adult Congenital Adrenal Hyperplasia (CAH) Demonstrate Correlation Between Tildacerfont Response and Baseline Glucocorticoid (GC) Dose and Drug Compliance Posters Highlighting Baseline Characteristics from the CAHmelia Program in Adult CAH and CAHptain-2 |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 25, 2024 |
EX-99.A BD-DIR-RESOL 2 exasprb13g04-02-2024.htm Exhibit A Joint Filing Agreement The undersigned hereby agree that this Statement on Schedule 13G with respect to the beneficial ownership of shares of Common Stock of Spruce Biosciences, Inc. is filed jointly on behalf of each of them. Rosalind Advisors, Inc. By: Name: Steven Salamon Title: President Rosalind Master Fund L.P. By: Name: Mike McDonald |
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| April 25, 2024 |
SPRB / Spruce Biosciences, Inc. / Rosalind Advisors, Inc. Passive Investment SC 13G/A 1 rosalindsprb13ga01apr25.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) Under the Securities Exchange Act of 1934 Spruce Biosciences, Inc. (Name of Issuer) Common Shares (Title of Class of Securities) 85209E109 (CUSIP Number) March 31, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to de |
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| April 5, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 5, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 28, 2024 |
SPRB / Spruce Biosciences, Inc. / Novo Holdings A/S - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to |
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| March 28, 2024 |
SPRB / Spruce Biosciences, Inc. / Radoff Bradley Louis - THE SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E109 (CUSIP Number) |
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| March 25, 2024 |
SPRB / Spruce Biosciences, Inc. / Novo Holdings A/S - SC 13D/A Activist Investment SC 13D/A 1 d818287dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark |
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| March 20, 2024 |
SPRB / Spruce Biosciences, Inc. / Novo Holdings A/S - SC 13D/A Activist Investment SC 13D/A 1 d810240dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark |
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| March 18, 2024 |
Incentive Compensation Recoupment Policy Exhibit 97 SPRUCE BIOSCIENCES, INC. Incentive Compensation Recoupment Policy 1. Introduction The Board of Directors (the “Board”) of Spruce Biosciences, Inc., a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its stockholders to adopt this Incentive Compensation Recoupment Policy (this “Policy”) providing for the Company’s recoupment of Reco |
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| March 18, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Spruce Biosciences, Inc. |
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| March 18, 2024 |
SPRB / Spruce Biosciences, Inc. / Novo Holdings A/S - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-395 |
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| March 18, 2024 |
As filed with the Securities and Exchange Commission on March 18, 2024 As filed with the Securities and Exchange Commission on March 18, 2024 Registration No. |
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| March 13, 2024 |
Exhibit 99.1 Spruce Biosciences Reports Full Year 2023 Financial Results and Provides Corporate Updates CAHmelia-203 Study of Tildacerfont in Adult Classic Congenital Adrenal Hyperplasia (CAH) with Severe Hyperandrogenemia Did Not Meet Primary Efficacy Endpoint Positive Data from CAHptain-205 Study of Tildacerfont in Pediatric Classic CAH Supports Further Dose-Ranging Across Additional Dosing Coho |
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| March 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2024 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| March 7, 2024 |
EX-99.4 Exhibit 4 JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement on Schedule 13D jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the co |
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| March 7, 2024 |
SPRB / Spruce Biosciences, Inc. / HealthCap VIII, L.P. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) HealthCap VIII, L.P. Represented by HealthCap VI GP S.A. 23 Avenue Villamont Lausanne, Switzerland CH-1 |
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| February 14, 2024 |
SPRB / Spruce Biosciences, Inc. / CITADEL ADVISORS LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 4)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (the “Shares”) (Title of Class of Securities) 85209E109 |
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| February 14, 2024 |
SPRB / Spruce Biosciences, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2024 |
SPRB / Spruce Biosciences, Inc. / Rock Springs Capital Management LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 6, 2024 |
SC 13G/A 1 ea192928-13ga1aisling5spru.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 85209E109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statem |
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| January 30, 2024 |
SPRB / Spruce Biosciences, Inc. / Rosalind Advisors, Inc. - ROSALIND_SPRB_13G Passive Investment SC 13G 1 rosalindsprb13g01-29-2024.htm ROSALINDSPRB13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Spruce Biosciences, Inc. (Name of Issuer) Common Shares (Title of Class of Securities) 85209E109 (CUSIP Number) January 24, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi |
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| January 30, 2024 |
EX-99.A BD-DIR-RESOL 2 exasprb13g01-29-2024.htm ROSALINDSPRBEXA Exhibit A Joint Filing Agreement The undersigned hereby agree that this Statement on Schedule 13G with respect to the beneficial ownership of shares of Common Stock of Spruce Biosciences, Inc. is filed jointly on behalf of each of them. Rosalind Advisors, Inc. By: Name: Steven Salamon Title: President Rosalind Master Fund L.P. By: Nam |
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| January 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 4, 2024 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commissio |
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| January 8, 2024 |
Exhibit 99.2 Spruce Biosciences Reports Baseline Characteristics from CAHmelia-203 and CAHmelia-204 Studies in Adult Classic CAH Baseline Characteristics Reinforce Study Enrichment Strategy in Adult Classic Congenital Adrenal Hyperplasia (CAH) Program South San Francisco, Calif. – Jan. 5, 2024 – Spruce Biosciences, Inc. (Nasdaq: SPRB), a late-stage biopharmaceutical company focused on developing a |
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| January 8, 2024 |
Exhibit 99.1 Spruce Biosciences Provides Clinical Program Updates and Outlook for 2024 Catalyst-Heavy 2024 with Topline Results from CAHmelia-203 in Adult Classic Congenital Adrenal Hyperplasia (CAH) and CAHptain-205 in Pediatric Classic CAH Anticipated in March 2024 Topline Results from CAHmelia-204 in Adult Classic CAH Anticipated in Q3 2024 Cash Runway Anticipated into the First Half of 2025 So |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2023 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commiss |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39594 Spruc |
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| November 13, 2023 |
Exhibit 99.1 Spruce Biosciences Reports Third Quarter 2023 Financial Results and Provides Corporate Updates Enrollment Completed in CAHptain-205 Study in Pediatric Classic Congenital Adrenal Hyperplasia (CAH) Target Enrollment Completed in CAHmelia-203 Study in Adult Classic CAH CAHmelia-204 Study in Adult Classic CAH on Track to Complete Enrollment in Early Q1 2024 South San Francisco, Calif. – N |
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| August 14, 2023 |
Exhibit 99.1 Spruce Biosciences Reports Second Quarter 2023 Financial Results and Provides Corporate Updates Spruce Reports Interim Data from Phase 2 POWER Proof-of-Concept Study in Polycystic Ovary Syndrome (PCOS) CAHmelia Program in Adult Classic Congenital Adrenal Hyperplasia (CAH) Surpasses 75% Enrollment in CAHmelia-203 and Approaches 75% Enrollment in CAHmelia-204 Screening Underway for Coho |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39594 Spruce Bio |
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| August 14, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commissio |
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| May 30, 2023 |
SPRB / Spruce Biosciences Inc / RiverVest Venture Fund III, L.P. - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| May 26, 2023 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission F |
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| May 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission F |
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| May 15, 2023 |
Exhibit 99.1 Spruce Biosciences Reports First Quarter 2023 Financial Results and Provides Corporate Updates CAHmelia Program in Adult Classic Congenital Adrenal Hyperplasia (CAH) Achieves 50% Enrollment in CAHmelia-204 and Approaches 75% Enrollment in CAHmelia-203 Enrollment in P.O.W.E.R. Study for Polycystic Ovary Syndrome (PCOS) Complete – Topline Results Anticipated in Q3 2023 Cohort 1 for Phas |
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| May 15, 2023 |
Non-Employee Director Compensation Policy, as amended on March 30, 2023 Exhibit 10.1 Spruce Biosciences, Inc. Non-Employee Director Compensation Policy Each member of the Board of Directors (the “Board”) who is not also serving as an employee of or consultant to Spruce Biosciences, Inc. (the “Company”) or any of its subsidiaries (each such member, an “Eligible Director”) will receive the compensation described in this Non-Employee Director Compensation Policy for his |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 5, 2023 |
Spruce Biosciences, Inc. 611 Gateway Blvd, Suite 740 South San Francisco, California 94080 Spruce Biosciences, Inc. 611 Gateway Blvd, Suite 740 South San Francisco, California 94080 April 5, 2023 Via EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Jason Drory RE: Spruce Biosciences, Inc. Registration Statement on Form S-3 Filed March 16, 2023 File No. 333-270612 Ladies and Gentlemen: Pursuant to Rule 461 under |
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| April 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a |
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| April 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a |
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| March 16, 2023 |
Exhibit 99.1 Spruce Biosciences Reports Full Year 2022 Financial Results and Provides Corporate Updates CAHmelia-203 in Adult Classic CAH Surpasses 50% Enrollment Private Placement Financing of $53.6 million in Gross Proceeds with Top-Tier Healthcare Investors Strategic Partnership and Exclusive Licensing Agreement with Kaken Pharmaceutical to Develop and Commercialize Tildacerfont for CAH in Japa |
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| March 16, 2023 |
As filed with the Securities and Exchange Commission on March 16, 2023 As filed with the Securities and Exchange Commission on March 16, 2023 Registration No. |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-395 |
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| March 16, 2023 |
As filed with the Securities and Exchange Commission on March 16, 2023 As filed with the Securities and Exchange Commission on March 16, 2023 Registration No. |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2023 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| March 16, 2023 |
Exhibit 10.5 Spruce Biosciences, Inc. RSU Award Grant Notice (2020 Equity Incentive Plan) Spruce Biosciences, Inc. (the “Company”) has awarded to you (the “Participant”) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the “RSU Award”). Your RSU Award is subject to all of the terms and conditions as set forth herein and in the Spruc |
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| March 16, 2023 |
Exhibit 10.27 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”. COLLABORATION AND LICENSE AGREEMENT BETWEEN Spruce Biosciences, Inc. AND Kaken Pharmaceutical Co., LTD. |
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| March 16, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Spruce Biosciences, Inc. |
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| March 16, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Spruce Biosciences, Inc. |
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| February 27, 2023 |
SPRB / Spruce Biosciences Inc / 5AM Opportunities II, L.P. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E109 (CUSIP Number) February 17, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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| February 23, 2023 |
SPRB / Spruce Biosciences Inc / Carlyle Group Inc. - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E109 (CUSIP Number) Jeffrey Ferguson The Carlyle Group 1001 Pennsylvania Avenue, NW Suite 220 South Washington, D.C. 20004 (202) 729-5626 ( |
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| February 21, 2023 |
SPRB / Spruce Biosciences Inc / Novo Holdings A/S - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to |
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| February 14, 2023 |
SPRB / Spruce Biosciences Inc / Rock Springs Capital Management LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2023 |
SPRB / Spruce Biosciences Inc / CITADEL ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A 1 tm233236-10sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 3)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (the “Shares” |
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| February 13, 2023 |
SPRB / Spruce Biosciences Inc / HealthCap VIII, L.P. - SC 13D/A Activist Investment SC 13D/A 1 d459576dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) HealthCap VIII, L.P. Represented by its general partner HealthCap VIII GP SA Avenue Vi |
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| February 9, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”), dated as of February 8, 2023, is made by and among Spruce Biosciences, Inc., a Delaware corporation (the “Company”), and the Purchasers listed on Exhibit A hereto, together with their permitted transferees (each, a “Purchaser” and collectively, the “Purchasers”). Recitals A. The Company and the Purcha |
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| February 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2023 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commissi |
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| February 9, 2023 |
Form of Pre-Funded Warrant to Purchase Common Stock Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 9, 2023 |
Form of Common Stock Purchase Warrant Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| January 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2023 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commissio |
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| December 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2022 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commiss |
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| December 2, 2022 |
Exhibit 10.2 LEASE TERMINATION AGREEMENT This Lease Termination Agreement (this "Agreement") is entered into as of the 28th day of November, 2022 (the "Effective Date"), by and between BP3-SF7 2001 JS OWNER LLC, a Delaware limited liability company ("Landlord"), and SPRUCE BIOSCIENCES, INC., a Delaware corporation ("Tenant"). r e c i t a l s : A. Landlord (as successor-in-interest to DC Station Ow |
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| December 2, 2022 |
Lease Agreement, by and between the registrant and 611 Gateway Center LP, dated December 1, 2022 Exhibit 10.1 LEASE AGREEMENT THIS LEASE AGREEMENT (this ?Lease?) is made this 1st day of December, 2022, between 611 GATEWAY CENTER LP, a Delaware limited partnership (?Landlord?), and SPRUCE BIOSCIENCES, INC., a Delaware corporation (?Tenant?). Building: 611 Gateway Boulevard, South San Francisco, California Premises: That portion of the Building, commonly known as Suite 740, containing approxima |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2022 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commiss |
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| November 10, 2022 |
Exhibit 99.1 Spruce Biosciences Reports Third Quarter 2022 Financial Results and Provides Corporate Updates CAHmelia-203 Approaching 50% Enrollment; CAHmelia-204 Recently Surpassed 25% Enrollment Appointment of Saba Sile, M.D., as Vice President of Clinical Development San Francisco, Calif. – November 10, 2022 – Spruce Biosciences, Inc. (Nasdaq: SPRB), a late-stage biopharmaceutical company focuse |
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| September 30, 2022 |
SPRB / Spruce Biosciences Inc / Novo Holdings A/S - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to |
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| August 11, 2022 |
Exhibit 2 POWER OF ATTORNEY The undersigned understands that, from time to time, the Carlyle Companies (defined below) are required to prepare, execute, and file certain federal and state securities laws filings. |
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| August 11, 2022 |
SPRB / Spruce Biosciences Inc / Carlyle Group Inc. - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E109 (CUSIP Number) Jeffrey Ferguson The Carlyle Group 1001 Pennsylvania Avenue, NW Suite 220 South Washington, D.C. 20004 (202) 729-5626 ( |
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| August 11, 2022 |
Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. |
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| August 10, 2022 |
Exhibit 99.1 Spruce Biosciences Reports Second Quarter 2022 Financial Results and Provides Corporate Update Abstract Accepted for Oral Presentation at International Congress of Endocrinology (ICE 2022) Appointment of P.J. Ramtin as Senior Vice President of Business Operations Expansion of Tildacerfont Patent Portfolio Estate with Key Method of Use Patents San Francisco, Calif. – August 10, 2022 – |
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| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| August 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2022 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commissio |
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| May 27, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2022 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission F |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 11, 2022 |
Exhibit 99.1 Spruce Biosciences Reports First Quarter 2022 Financial Results and Provides Corporate Update 25% Enrollment Achieved in CAHmelia-203 Study for Adult Classic CAH; On Track to Report Topline Data in 2H 2023 Debt Facility with Silicon Valley Bank Amended to Provide Up to $10 Million Credit Line in 2022 Tildacerfont Patent Portfolio Estate Expanded with Key Method of Use Patents Libbie M |
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| May 11, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2022 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission F |
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| May 11, 2022 |
Spruce Biosciences, Inc. 2020 Non-Employee Director Compensation Policy, as amended on April 6, 2022 Exhibit 10.7 Spruce Biosciences, Inc. Non-Employee Director Compensation Policy Each member of the Board of Directors (the ?Board?) who is not also serving as an employee of or consultant to Spruce Biosciences, Inc. (the ?Company?) or any of its subsidiaries (each such member, an ?Eligible Director?) will receive the compensation described in this Non-Employee Director Compensation Policy for his |
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| May 11, 2022 |
Exhibit 10.8 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark ?[***]?. SECOND Amendment to Loan and security agreement This Second Amendment to Loan and Security Agreement (thi |
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| April 8, 2022 |
Exhibit 10.1 April 6, 2022 Javier B. Szwarcberg, M.D., M.P.H. [***] Re: Amendment to Offer Letter Dear Javier, This letter agreement (this ?Amendment?) amends the offer letter dated December 29, 2021 (the ?Offer Letter?), between you and Spruce Biosciences, Inc. (the ?Company?), as set forth below. The eighth paragraph of the Offer Letter is hereby amended and restated in its entirety as follows: |
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| April 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2022 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission |
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| April 7, 2022 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 7, 2022 |
TABLE OF CONTENTS SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 14, 2022 |
Exhibit 10.23 SEPARATION AND Release Agreement I, Rosh Dias, understand that my employment with Spruce Biosciences, Inc. (the ?Company?) will terminate effective as of March 11, 2022 (the ?Separation Date?). As of the Separation Date, I hereby irrevocably resign as Chief Medical Officer of the Company and from any other officer positions I may hold with the Company and any of its subsidiaries. The |
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| March 14, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2022 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| March 14, 2022 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Spruce Biosciences, Inc. |
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| March 14, 2022 |
Exhibit 10.24 Ralph William Charlton III, M.D., M.A.S March 14, 2022 Re: Employment Terms Dear Will, Spruce Biosciences, Inc., a Delaware corporation (the ?Company?), is pleased to offer you full-time employment in the regular exempt position of Chief Medical Officer effective as of March 28, 2022 (the ?Commencement Date?), in which you will be responsible for such duties as are normally associate |
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| March 14, 2022 |
As filed with the Securities and Exchange Commission on March 14, 2022 As filed with the Securities and Exchange Commission on March 14, 2022 Registration No. |
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| March 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-395 |
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| March 14, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2022 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission |
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| March 14, 2022 |
Exhibit 10.22 OPEN MARKET SALE AGREEMENT February 25, 2022 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Spruce Biosciences, Inc., a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the ?Agent?), shares of the Company?s comm |
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| March 14, 2022 |
Exhibit 99.1 Spruce Biosciences Reports Fourth Quarter and Full Year 2021 Financial Results and Provides Corporate Updates Topline Safety Data from Cohort 1 of Pediatric Classic CAH Study Expected by 1H 2023 Will Charlton, M.D., M.A.S., Appointed Chief Medical Officer San Francisco, Calif. ? March 14, 2022 ? Spruce Biosciences, Inc. (Nasdaq: SPRB), a late-stage biopharmaceutical company focused on |
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| February 28, 2022 |
Up to $21,000,000 Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-261960 PROSPECTUS SUPPLEMENT (To Prospectus dated February 11, 2022) Up to $21,000,000 Common Stock We have entered into an Open Market Sale AgreementSM, or the sales agreement, with Jefferies LLC, or Jefferies, relating to the sale of shares of our common stock offered by this prospectus supplement. In accordance with the terms of the sales ag |
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| February 15, 2022 |
SPRB / Spruce Biosciences Inc / Rock Springs Capital Management LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2022 |
SPRB / Spruce Biosciences Inc / CITADEL ADVISORS LLC - SPRUCE BIOSCIENCES, INC. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* Spruce Biosciences Inc (Name of Issuer) Common Stock, $0.0001 par value per share (the “Shares”) (Title of Class of Securities) 85209E109 ( |
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| February 11, 2022 |
SPRB / Spruce Biosciences Inc / Flynn James E Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. |
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| February 9, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Spruce Biosciences, Inc. |
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| February 9, 2022 |
As filed with the Securities and Exchange Commission on February 9, 2022 As filed with the Securities and Exchange Commission on February 9, 2022 Registration No. |
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| February 9, 2022 |
Spruce Biosciences, Inc. 2001 Junipero Serra Boulevard, Suite 640 Daly City, CA 94014 Spruce Biosciences, Inc. 2001 Junipero Serra Boulevard, Suite 640 Daly City, CA 94014 February 9, 2022 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn:Chris Edwards RE: Spruce Biosciences, Inc. Registration Statement on Form S-3 File No. 333-261960 Acceleration Request Requested Date: February 11, 2022 Reques |
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| January 5, 2022 |
Exhibit 99.1 Spruce Biosciences Appoints Javier Szwarcberg, M.D., MPH as Chief Executive Officer ? Samir Gharib, MBA, Promoted to President ? San Francisco, Calif. ? Jan. 5, 2022 ? Spruce Biosciences, Inc. (Nasdaq: SPRB), a late-stage biopharmaceutical company focused on developing and commercializing novel therapies for rare endocrine disorders with significant unmet medical need, today announced |
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| January 5, 2022 |
Exhibit 10.1 December 29, 2021 Javier B. Szwarcberg, M.D., M.P.H. [email protected] Re: Employment Terms Dear Javier, Spruce Biosciences, Inc., a Delaware corporation (the "Company"), is pleased to offer you full-time employment in the regular exempt position of Chief Executive Officer effective as of January 3, 2022 (your ?Start Date?). You will report to the Board of Directors of the Company |
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| January 5, 2022 |
Exhibit 10.2 Spruce Biosciences, Inc. Stock Option Grant Notice (Inducement Grant Outside of the 2020 Equity Incentive Plan) Spruce Biosciences, Inc. (the ?Company?), has granted to you (?Optionholder?) an option to purchase the number of shares of the Common Stock set forth below (the ?Option?) as an inducement material to you entering into employment with the Company in compliance with Nasdaq Li |
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| January 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2021 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commiss |
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| December 30, 2021 |
Form of Indenture, by and between the Registrant and one or more trustees to be named. Exhibit 4.3 SPRUCE BIOSCIENCES, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [?], 20 Debt Securities Table Of Contents Page article 1 DEFINITIONS1 Section 1.01 Definitions of Terms1 article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES5 Section 2.01 Designation and Terms of Securities5 Section 2.02 Form of Securities and Trustee?s Certificate8 Section |
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| December 30, 2021 |
Form of Preferred Stock Warrant Agreement and Warrant Certificate. Exhibit 4.7 Spruce Biosciences, Inc. and , As Warrant Agent Form of Preferred Stock Warrant Agreement Dated as of Exhibit 4.7 SPRUCE BIOSCIENCES, INC. FORM OF PREFERRED STOCK WARRANT AGREEMENT This Preferred Stock Warrant Agreement (this ?Agreement?), dated as of [?], between Spruce Biosciences, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] o |
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| December 30, 2021 |
Form of Common Stock Warrant Agreement and Warrant Certificate. Exhibit 4.6 Spruce Biosciences, Inc. and , As Warrant Agent Form of Common Stock Warrant Agreement Dated as of Spruce Biosciences, INC. FORM OF COMMON STOCK WARRANT AGREEMENT This Common Stock Warrant Agreement (this ?Agreement?), dated as of [?], between Spruce Biosciences, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] organized and existing |
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| December 30, 2021 |
Form of Debt Securities Warrant Agreement and Warrant Certificate. Exhibit 4.8 Spruce Biosciences, Inc. and , As Warrant Agent Form of Debt Securities Warrant Agreement Dated as of Spruce biosciences, INC. FORM OF DEBT SECURITIES WARRANT AGREEMENT This Debt Securities Warrant Agreement (this ?Agreement?), dated as of [?], between Spruce Biosciences, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] organized and |
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| December 30, 2021 |
As filed with the Securities and Exchange Commission on December 30, 2021 As filed with the Securities and Exchange Commission on December 30, 2021 Registration No. |
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| November 22, 2021 |
SPRB / Spruce Biosciences Inc / Novo Holdings A/S - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Barbara Fiorini Due Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to |
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| November 15, 2021 |
Exhibit 99.1 Spruce Biosciences Reports Third Quarter 2021 Financial Results and Provides Corporate Updates Planned Initiation of Phase 2 Programs in Pediatric Classic CAH and Polycystic Ovary Syndrome Late-Stage CAHmelia Program in Adult Classic CAH Expanded to Sites in Australia and Canada Cash, Cash Equivalents and Investments of $131.3 Million as of September 30, 2021 San Francisco, Calif. ? N |
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| November 15, 2021 |
Exhibit 10.1 SEPARATION AND Release Agreement I, Richard King, understand that my employment with Spruce Biosciences, Inc. (the ?Company?) will terminate effective as of November 15, 2021 (the ?Separation Date?). As of the Separation Date, I hereby irrevocably resign as Chief Executive Officer and a director of the Company and from any other officer and director positions I may hold with the Compa |
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| November 15, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2021 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commiss |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| September 15, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2021 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commis |
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| September 15, 2021 |
Baird 2021 Global Healthcare Conference Focused on developing and commercializing novel therapies for rare endocrine disorders with significant unmet medical need Spruce BIOSCIENCES Exhibit 99. |
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| August 25, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2021 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commissio |
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| August 25, 2021 |
Research and Development Day Tildacerfont for Adult and Pediatric Classic CAH August 25, 2021 Exhibit 99. |
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| August 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| August 10, 2021 |
EX-99.1 2 sprb-ex9916.htm EX-99.1 Exhibit 99.1 Spruce Biosciences Reports Second Quarter 2021 Financial Results and Provides Corporate Updates Clearance of IND for Treatment of Polycystic Ovary Syndrome New Patent Broadens Tildacerfont Intellectual Property Estate in Congenital Adrenal Hyperplasia Publication of Tildacerfont Phase 2 Data in the Journal of Clinical Endocrinology and Metabolism San |
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| August 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2021 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commissio |
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| June 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2021 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 24, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2021 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission F |
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| May 21, 2021 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Peter Haahr Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to: B. Sh |
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| May 17, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. |
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| May 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 12, 2021 |
EX-99.1 2 sprb-ex9916.htm EX-99.1 Exhibit 99.1 Spruce Biosciences Reports First Quarter 2021 Financial Results and Provides Corporate Updates Presentation of Phase 2 Data of Tildacerfont at 23rd Annual European Congress of Endocrinology Cash and Cash Equivalents of $148.6 million San Francisco, Calif. – May 12, 2021 – Spruce Biosciences, Inc. (Nasdaq: SPRB), a late-stage biopharmaceutical company |
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| May 12, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Commission F |
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| April 2, 2021 |
TABLE OF CONTENTS SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 2, 2021 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 22, 2021 |
As filed with the Securities and Exchange Commission on March 22, 2021 Registration No. |
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| March 22, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2021 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commission |
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| March 22, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-395 |
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| March 22, 2021 |
Exhibit 10.19 FIRST Amendment to Loan and security agreement This First Amendment to Loan and Security Agreement (this ?Amendment?) is entered into as of March 19, 2021, by and between Silicon Valley Bank (?Bank?) and Spruce Biosciences, Inc., a Delaware corporation (?Borrower?), whose address is 2001 Junipero Serra Blvd., Suite 640, Daly City, CA 94014. Recitals A.Bank and Borrower have entered i |
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| March 22, 2021 |
Description of Common Stock of the registrant. EX-4.4 2 sprb-ex44801.htm EX-4.4 Exhibit 4.4 DESCRIPTION OF COMMON STOCK General The following description summarizes the terms of the common stock of Spruce Biosciences, Inc., or we, our or us. Because it is only a summary, it does not contain all the information that may be important to you. For a complete description of the matters set forth in this “Description of Common Stock,” you should ref |
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| March 22, 2021 |
Spruce Biosciences, Inc. 2020 Employee Stock Purchase Plan Offering Document Exhibit 10.6 SPRUCE BIOSCIENCES, INC. 2020 EMPLOYEE STOCK PURCHASE PLAN OFFERING DOCUMENT ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 9, 2020 In this document, capitalized terms not otherwise defined will have the same definitions of such terms as in the Spruce Biosciences, Inc. 2020 Employee Stock Purchase Plan. 1. GRANT; OFFERING DATE. (a)The Board hereby authorizes a series of Offerings pursua |
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| March 22, 2021 |
EX-99.1 2 sprb-ex9916.htm EX-99.1 Exhibit 99.1 Spruce Biosciences Reports Fourth Quarter and Full Year 2020 Financial Results and Provides Recent Corporate Updates Late-Stage CAHmelia Program in Adult Classic CAH Advancing with Majority of Study Sites Active CAHmelia Program Enhanced Following Discussions with FDA – Primary Data Expected in 2022 Amended Debt Facility with SVB Provides Access Up to |
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| February 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2021 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commiss |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 1)* Spruce Biosciences, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 85209E109 (CUSIP Number) December 31, 2020 Date of Event Which Requires Filing of the Statement Check the appropriate box |
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| February 16, 2021 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the common stock of Spruce Biosciences, Inc., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of each of the |
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| February 12, 2021 |
EX-99.1 CUSIP No. 85209E109 13G Exhibit 99.1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Common Stock of Spruce Biosciences, Inc. Dated: February 12, 2021 OMEGA FUND VI, L |
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| February 12, 2021 |
SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 Spruce Biosciences, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 85209E109 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing |
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| February 12, 2021 |
EX-A EXHIBIT A JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Common Stock, par value $0. |
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| February 12, 2021 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Spruce Biosciences, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 85209E109 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box to Designate the Rule Pursuant to Whi |
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| February 12, 2021 |
EX-99.2 CUSIP No. 85209E109 13G Exhibit 99.2 POWER OF ATTORNEY Know all by these presents, that each of the undersigned hereby constitutes and appoints each other undersigned, such person’s true and lawful attorney-in-fact, to: (1) execute for and on behalf of each of such person Forms 3, 4, and 5 and Schedules 13D or 13G, as appropriate, and any required amendments thereto (collectively, the “Rep |
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| February 12, 2021 |
EX-B EXHIBIT B POWER OF ATTORNEY Know all by these presents that each of the undersigned, does hereby make, constitute and appoint Robert Wenzel as a true and lawful attorney-in-fact of such undersigned with full powers of substitution and revocation, for and in the name, place and stead of such undersigned (in such undersigned’s individual capacity), to execute and deliver such forms that such undersigned may be required to file with the U. |
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| January 6, 2021 |
EX-99.1 2 sprb-ex99114.htm EX-99.1 Exhibit 99.1 Spruce Biosciences Provides Corporate Update and Outlines Milestones for 2021 - CAHmelia Adult Classic CAH Program Underway in U.S. and Europe- -Initiation of Phase 2 Pediatric Classic CAH Program Anticipated in Second Half of 2021- -Initiation of Phase 2 Polycystic Ovary Syndrome Program Anticipated in Second Half of 2021- -New Patent Issuance Exten |
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| January 6, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 6, 2021 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commissio |
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| December 18, 2020 |
EX-99.1 2 d25322dex991.htm EX-99.1 Exhibit 1 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13D to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13D, shall be filed jointly on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. |
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| December 18, 2020 |
SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment )* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) HealthCap VIII, L.P. Represented by its general partner HealthCap VIII GP SA 18 Avenue d’Ouchy Lausanne, V8 CH -1006 +4121 61 |
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| November 18, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2020 Spruce Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39594 81-2154263 (State or Other Jurisdiction of Incorporation) (Commiss |
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| November 18, 2020 |
Exhibit 99.1 Spruce Biosciences Reports Third Quarter 2020 Financial Results and Provides Corporate Update -Successful Initiation of Late-Stage CAHmelia Program in Adult Classic CAH- -FDA and EMA Scientific Advice Support Plans in Pediatric Classic CAH Program- -IPO Results in Pro Forma Cash and Cash Equivalents of $168.4 Million- San Francisco, Calif. – November 18, 2020 – Spruce Biosciences, Inc |
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| November 18, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| October 26, 2020 |
SPRB / Spruce Biosciences, Inc. / CITADEL ADVISORS LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Spruce Biosciences, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 85209E109 (CUSIP Number) October 14, 2020 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate the rule pursuant to which this Schedule is filed |
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| October 26, 2020 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the common stock of Spruce Biosciences, Inc., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of each of the |
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| October 23, 2020 |
SPRB / Spruce Biosciences, Inc. / RiverVest Venture Fund III, L.P. - SC 13D Activist Investment SC 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SPRUCE BIOSCIENCES, INC. |
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| October 23, 2020 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EX-99.A CUSIP No. 85209E109 13D Page 23 of 24 Pages Exhibit A JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned persons agree and consent to the joint filing on their behalf of the Statement on Schedule 13D, including any amendments thereto, in connection with shares of common stock of Spruce Bio |
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| October 19, 2020 |
SPRB / Spruce Biosciences, Inc. / Rock Springs Capital Management LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| October 16, 2020 |
Exhibit 1 JOINT FILING AGREEMENT This Agreement will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on the date hereof with respect to the beneficial ownership by the undersigned of the common stock, par value $0. |
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| October 16, 2020 |
SPRB / Spruce Biosciences, Inc. / Abingworth LLP - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E109 (CUSIP Number) John Heard Abingworth LLP Princes House 38 Jermyn Street London, England SW1Y 6DN +44 20 7534 1500 (Name, Address and Telephone Numbe |
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| October 16, 2020 |
EX-99.1 Exhibit 99.1 Lock-Up Agreement August 5, 2020 COWEN AND COMPANY, LLC SVB LEERINK LLC CREDIT SUISSE SECURITIES (USA) LLC RBC Capital Markets, LLC As Representatives of the several Underwriters c/o Cowen and Company, LLC 599 Lexington Avenue New York, New York 10022 c/o SVB Leerink LLC 255 California Street, 12th Floor San Francisco, California 94111 c/o Credit Suisse Securities (USA) LLC El |
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| October 16, 2020 |
SPRB / Spruce Biosciences, Inc. / Novo Holdings A/S - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Spruce Biosciences, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 85209E 109 (CUSIP Number) Peter Haahr Novo Holdings A/S Tuborg Havnevej 19 Hellerup, Denmark DK-2900 +45 3527 6592 Copy to: B. Shayne |
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| October 14, 2020 |
EX-3.1 2 d12372dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SPRUCE BIOSCIENCES, INC. Richard King hereby certifies that: ONE: He is the duly elected and acting Chief Executive Officer of Spruce Biosciences, Inc., a Delaware corporation. TWO: The date of filing of said corporation’s original certificate of incorporation with the Delaware Secretary of State was A |
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| October 14, 2020 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2020 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39594 81-2154263 (State or other jurisdiction of incorporation) (Comm |
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| October 14, 2020 |
EX-99.1 Exhibit 99.1 Spruce Biosciences Announces Closing of Upsized Initial Public Offering and Full Exercise of Underwriters’ Option to Purchase Additional Shares San Francisco, Calif. – October 14, 2020 – Spruce Biosciences, Inc., a late-stage biopharmaceutical company focused on developing and commercializing novel therapies for rare endocrine disorders with significant unmet need, today annou |
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| October 14, 2020 |
EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF SPRUCE BIOSCIENCES, INC. ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. Section 2. Other Offices. The corporation shall also have and maintain an office or principal place of business at such place as may be fixed by the corp |
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| October 9, 2020 |
Spruce Biosciences, Inc. 2020 Employee Stock Purchase Plan. EX-99.5 Exhibit 99.5 SPRUCE BIOSCIENCES, INC. 2020 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 9, 2020 APPROVED BY THE STOCKHOLDERS: OCTOBER 2, 2020 IPO DATE: OCTOBER 8, 2020 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an opportunity to purchase shares of Common |
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| October 9, 2020 |
424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-248924 and 333-249397 6,000,000 Shares Common Stock This is an initial public offering of shares of common stock of Spruce Biosciences, Inc. We are offering 6,000,000 shares of our common stock. Prior to this offering, there has been no public market for our common stock. Our common stock has been approved for listing o |
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| October 9, 2020 |
S-8 As filed with the Securities and Exchange Commission on October 9, 2020 Registration No. |
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| October 9, 2020 |
Spruce Biosciences, Inc. 2020 Equity Incentive Plan. Exhibit 99.3 SPRUCE BIOSCIENCES, INC. 2020 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 9, 2020 APPROVED BY THE STOCKHOLDERS: OCTOBER 2, 2020 1. GENERAL. (a) Successor to and Continuation of Prior Plan. The Plan is the successor to and continuation of the Prior Plan. As of the Effective Date, (i) no additional awards may be granted under the Prior Plan; (ii) the Prior Plan’s |
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| October 8, 2020 |
S-1MEF As filed with the Securities and Exchange Commission on October 8, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Spruce Biosciences, Inc. (Exact name of Registrant as specified in its charter) Delaware 2834 81-2154263 (State or other jurisdiction of incorporation or organiz |
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| October 6, 2020 |
CORRESP October 6, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Spruce Biosciences, Inc. Registration Statement on Form S-1, as amended (File No. 333-248924) Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we, as the representatives of the several underwriter |
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| October 6, 2020 |
CORRESP SPRUCE BIOSCIENCES, INC. 2001 Junipero Serra Boulevard, Suite 640 Daly City, California 94014 October 6, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jessica Livingston David Lin Eric Atallah Angela Connell Re: Spruce Biosciences, Inc. Registration Statement on Form S-1, as amended (File No. 333-24892 |
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| October 5, 2020 |
Spruce Biosciences, Inc. 2020 Equity Incentive Plan EX-10.3 Exhibit 10.3 SPRUCE BIOSCIENCES, INC. 2020 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 9, 2020 APPROVED BY THE STOCKHOLDERS: OCTOBER 2, 2020 1. GENERAL. (a) Successor to and Continuation of Prior Plan. The Plan is the successor to and continuation of the Prior Plan. As of the Effective Date, (i) no additional awards may be granted under the Prior Plan; (ii) the Prior |
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| October 5, 2020 |
Form of Underwriting Agreement. EX-1.1 Exhibit 1.1 [ 🌑 ] Shares Spruce Biosciences, Inc. Common Stock, $0.0001 Par Value per Share UNDERWRITING AGREEMENT , 2020 COWEN AND COMPANY, LLC SVB LEERINK LLC CREDIT SUISSE SECURITIES (USA) LLC RBC CAPITAL MARKETS, LLC As Representatives of the several Underwriters c/o Cowen and Company, LLC 599 Lexington Avenue New York, New York 10022 c/o SVB Leerink LLC 255 California Street, 12th Flo |
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| October 5, 2020 |
8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Spruce Biosciences, Inc. (Exact name of registrant as specified in its charter) Delaware 81-2154263 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identifica |
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| October 5, 2020 |
EX-4.1 Exhibit 4.1 ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# COMMON STOCK COMMON STOCK PAR VALUE $0.0001 Certificate Number ZQ00000000 Shares * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * SPRUCE BIOSCI |
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| October 5, 2020 |
S-1/A Table of Contents As filed with the Securities and Exchange Commission on October 5, 2020. |
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| October 5, 2020 |
Spruce Biosciences, Inc. 2020 Employee Stock Purchase Plan EX-10.5 Exhibit 10.5 SPRUCE BIOSCIENCES, INC. 2020 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 9, 2020 APPROVED BY THE STOCKHOLDERS: OCTOBER 2, 2020 IPO DATE: , 2020 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an opportunity to purchase shares of Common Stock. Th |
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| October 5, 2020 |
Spruce Biosciences, Inc. 2020 Non-Employee Director Compensation Policy. EX-10.6 Exhibit 10.6 SPRUCE BIOSCIENCES, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Each member of the Board of Directors (the “Board”) who is not also serving as an employee of or consultant to Spruce Biosciences, Inc. (the “Company”) or any of its subsidiaries (each such member, an “Eligible Director”) will receive the compensation described in this Non-Employee Director Compensation Policy |
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| October 5, 2020 |
Amended and Restated Certificate of Incorporation, as amended, as currently in effect. EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SPRUCE BIOSCIENCES, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Spruce Biosciences, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DOES HEREBY CERTIFY: 1 |
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| September 18, 2020 |
Consulting Agreement, by and between the registrant and Richard King, dated May 6, 2019. EX-10.10 Exhibit 10.10 CONSULTING AGREEMENT Effective Date: May 6, 2019 This Consulting Agreement (the “Agreement”) is made as of the Effective Date set forth above by and between Spruce Biosciences, Inc. (“Client”) and Richard Anthony King (“Consultant”). 1. Engagement of Services. Client may issue Project Assignments to Consultant in the form attached to this Agreement as Exhibit A (“Project Ass |
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| September 18, 2020 |
Letter Agreement, by and between the registrant and Michael Grey, dated March 24, 2017. EX-10.18 Exhibit 10.18 March 24, 2017 Mike Grey Re: Executive Chairman of the Board of Directors Dear Mike Grey: This letter confirms our understanding regarding the terms of your service as Executive Chairman of the Board of Directors (the “Board”) of Spruce Biosciences, Inc., a Delaware corporation (the “Company”) beginning on April 1st, 2017. Your primary roles and responsibilities as Executive |
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| September 18, 2020 |
EX-4.1 Exhibit 4.1 ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# COMMON STOCK COMMON STOCK PAR VALUE $0.0001 Certificate Number ZQ00000000 Shares * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * SPRUCE BIOSCI |
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| September 18, 2020 |
EX-10.21 Exhibit 10.21 ◆ 2001 DC STATION ◆ Daly City, California OFFICE LEASE AGREEMENT BETWEEN DC STATION OWNER, LLC, a Delaware limited liability company AS LANDLORD AND SPRUCE BIOSCIENCES, INC., a Delaware corporation AS TENANT DATED AS OF FEBRUARY 13, 2020 OFFICE LEASE AGREEMENT This Office Lease Agreement (this “Lease”) is entered into as of February 13, 2020, by and between the Landlord and |
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| September 18, 2020 |
CORRESP Kristin VanderPas +1 415 693 2097 [email protected] VIA EDGAR AND FEDEX *FOIA Confidential Treatment Request* Confidential Treatment Requested by Spruce Biosciences, Inc. in connection with its Registration Statement on Form S-1 (File No. 333-248924) September 18, 2020 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn |
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| September 18, 2020 |
EX-10.7 Exhibit 10.7 SPRUCE BIOSCIENCES, INC. INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 2020, is made by and between SPRUCE BIOSCIENCES, INC., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS A. The Company desires to attract and retain the services of highly qualified individuals as directors, officers, employees and agents. B. The Company’s |
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| September 18, 2020 |
CORRESP Kristin VanderPas +1 (415) 693-2097 [email protected] Via EDGAR and Courier September 18, 2020 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jessica Livingston David Lin Eric Atallah Angela Connell Re: Spruce Biosciences, Inc. Draft Registration Statement on Form S-1 Submitted August 7, 2020 CIK No. 0001683553 La |
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| September 18, 2020 |
Offer Letter, by and between the registrant and Rosh Dias, M.D., M.R.C.P., dated July 28, 2020. EX-10.17 Exhibit 10.17 Rosh Dias July 28, 2020 Re: Employment Terms Dear Rosh, Spruce Biosciences, Inc., a Delaware corporation (the “Company”), is pleased to offer you full-time employment in the regular exempt position of Chief Medical Officer effective as of September 28, 2020, or earlier if you are able to be released from Indivior, in which you will be responsible for such duties as are norma |
