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SPRUCE BIOSCIENCES, INC.

For the period ended Jun 30, 2026. Filed Aug 12, 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.

Jun 30, 2026 · Filed Aug 12, 2026

SPRB$49.34+6.0%Stored close · as of Nov 9, 2026

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Item 6. Exhibits

ExhibitNumberDescriptionFormFile No.ExhibitFiling Date
1.1Underwriting Agreement, dated April 20, 2026, by and among the Company, Leerink Partners LLC, Guggenheim Securities, LLC and Oppenheimer & Co. Inc.8-K001-395941.1April 22, 2026
3.1Amended and Restated Certificate of Incorporation8-K001-395943.1October 14, 2020
3.2Certificate of Amendment of the Amended and Restated Certificate of Incorporation8-K001-395943.1July 24, 2025
3.3Amended and Restated Bylaws8-K001-395943.2October 14, 2020
4.1Form of 2026 Pre-Funded Warrant8-K001-395944.1April 22, 2026
10.1Spruce Biosciences, Inc. 2026 Inducement PlanS-8001-3959499.1May 13, 2026
10.2Form of Restricted Stock Unit Grant Notice and Award Agreement under the Spruce Biosciences, Inc. 2026 Inducement PlanS-8001-3959499.2May 13, 2026
10.3Forms of Grant Notice, Stock Option Agreement and Notice of Exercise under the Spruce Biosciences, Inc. 2026 Inducement PlanS-8001-3959499.3May 13, 2026
10.4Offer Letter, by and between Spruce Biosciences, Inc. and Adrian Quartel, effective July 27, 2026Filed herewith
10.5Form of Stock Purchase Agreement, dated August 7, 2026 by and among the Company and the PurchasersFiled herewith
31.1Certification 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 2002Filed herewith
31.2Certification 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 2002Filed 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 2002Filed 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 2002Filed herewith
101.INSInline XBRL Instance DocumentFiled herewith
101.SCHInline XBRL Taxonomy Extension Schema with Embedded Linkbase DocumentFiled herewith
104Cover 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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