SPRUCE BIOSCIENCES, INC.
For the period ended Mar 31, 2026. Filed May 13, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 13, 2026
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Item 6. Exhibits
| ExhibitNumber | Description | Form | File No. | Exhibit | Filing Date |
|---|---|---|---|---|---|
| 1.1 | Open Market Sales AgreementSM, dated March 9, 2026, by and between Spruce Biosciences, Inc. and Jefferies LLC | 8-K | 001-39594 | 1.1 | March 9, 2026 |
| 1.2 | Underwriting Agreement, dated April 20, 2026, by and among the Company, Leerink Partners LLC, Guggenheim Securities, LLC and Oppenheimer & Co. Inc. | 8-K | 001-39594 | 1.1 | April 22, 2026 |
| 3.1 | Amended and Restated Certificate of Incorporation | 8-K | 001-39594 | 3.1 | October 14, 2020 |
| 3.2 | Certificate of Amendment of the Amended and Restated Certificate of Incorporation | 8-K | 001-39594 | 3.1 | July 24, 2025 |
| 3.3 | Amended and Restated Bylaws | 8-K | 001-39594 | 3.2 | October 14, 2020 |
| 4.1 | Form of 2026 Warrant to Purchase Common Stock | 10-K | 001-39594 | 4.9 | March 9, 2026 |
| 4.2 | Form of 2026 Pre-Funded Warrant | 8-K | 001-39594 | 4.1 | April 22, 2026 |
| 10.1 | Loan and Security Agreement, dated January 7, 2026, by and between the registrant, Avenue Capital Management II, L.P. and Avenue Venture Opportunities Fund II, L.P. | 8-K | 001-39594 | 10.1 | January 8, 2026 |
| 10.2 | Supplement to the Loan and Security Agreement, dated January 7, 2026, by and between the registrant, Avenue Capital Management II, L.P. and Avenue Venture Opportunities Fund II, L.P. | 8-K | 001-39594 | 10.2 | January 8, 2026 |
| 10.3 | Offer Letter, by and between Spruce Biosciences, Inc. and Corwin Dale Hooks, dated February 18, 2026 | 8-K | 001-39594 | 10.1 | March 9, 2026 |
| 10.4 | Form of Restricted Stock Unit Grant Notice and Award Agreement for Inducement Grant Outside of the Spruce Biosciences, Inc. 2020 Equity Incentive Plan | 8-K | 001-39594 | 10.2 | March 9, 2026 |
| 10.5 | Termination Agreement with Kaken Pharmaceutical Co. Ltd., dated March 16, 2026 | Filed herewith | |||
| 31.1 | Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed herewith | |||
| 31.2 | Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed herewith | |||
| 32.1# | Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Filed herewith | |||
| 32.2# | Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Filed herewith | |||
| 101.INS | Inline XBRL Instance Document | Filed herewith | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Document | Filed herewith | |||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | Filed herewith | |||
The information in Exhibits 32.1 and 32.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (including this Quarterly Report on Form 10-Q), unless the Registrant specifically incorporates the foregoing information into those documents by reference.
- Pursuant to Item 601(b)(10) of Regulation S-K, certain portions of this exhibit have been omitted by means of marking such portions with asterisks because the registrant has determined that the information is the type that the registrant customarily and actually treats as private or confidential and is not material.
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