Javier B. Szwarcberg - 11 Dec 2025 Form 4 Insider Report for SPRUCE BIOSCIENCES, INC. (SPRB)

Signature
/s/ Samir Gharib, Attorney-in-Fact
Issuer symbol
SPRB
Transactions as of
11 Dec 2025
Net transactions value
-$109,711
Form type
4
Filing time
17 Dec 2025, 16:56:43 UTC
Previous filing
12 Dec 2025
Next filing
05 Jan 2026

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Szwarcberg Javier B. CHIEF EXECUTIVE OFFICER, Director C/O SPRUCE BIOSCIENCES, INC., 611 GATEWAY BOULEVARD, SUITE 740, SOUTH SAN FRANCISCO /s/ Samir Gharib, Attorney-in-Fact 17 Dec 2025 0001903669

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SPRB Common Stock Options Exercise $0 +1,480 +11% $0.000000 14,478 15 Dec 2025 Direct F1, F2
transaction SPRB Common Stock Tax liability $60,664 -752 -5.2% $80.67 13,726 15 Dec 2025 Direct F1
transaction SPRB Common Stock Options Exercise $0 +1,196 +8.7% $0.000000 14,922 15 Dec 2025 Direct F2, F3
transaction SPRB Common Stock Tax liability $49,047 -608 -4.1% $80.67 14,314 15 Dec 2025 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SPRB Employee Stock Option (right to buy) Award +1,666 1,666 11 Dec 2025 Common Stock 1,666 $104.13 Direct F4, F5, F6
transaction SPRB Employee Stock Option (right to buy) Disposed to Issuer -1,666 -100% 0 11 Dec 2025 Common Stock 1,666 $344.25 Direct F4, F5, F6
transaction SPRB Restricted Stock Units Options Exercise $0 -1,480 -50% $0.000000 1,480 15 Dec 2025 Common Stock 1,480 $0.000000 Direct F1, F2
transaction SPRB Restricted Stock Units Options Exercise $0 -1,196 -33% $0.000000 2,392 15 Dec 2025 Common Stock 1,196 $0.000000 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On December 5, 2022, the Reporting Person was granted 5,920 time-based restricted stock units ("RSUs"), subject to a 4-year vesting schedule, with 25% of the total number of RSUs vested on December 15, 2023 (the "Annual Vesting Date") and 25% of the total number of RSUs to vest in annual installments on each anniversary of the Annual Vesting Date thereafter, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2020 Equity Incentive Plan). On December 15, 2025, 1,480 RSUs vested, with 752 shares withheld for taxes, resulting in a net issuance of 728 shares.
F2 Each RSU represents a contingent right to receive one share of common stock of the Issuer.
F3 On December 14, 2023, the Reporting Person was granted a total of 9,658 RSUs. 50% or 4,784 of the total RSUs are performance-based and all vested on December 10, 2024. An addition of 50% or 4,784 of the total RSUs are time-based. 25% of which vested on December 15, 2024, and in equal annual installments thereafter, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2020 Equity Incentive Plan). On December 15, 2025, 1,196 shares vested and 608 shares were withheld for taxes, resulting in a net issuance of 588 shares.
F4 The shares vest upon the achievement of specified performance goals, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2020 Equity Incentive Plan). 50% or 1,666 shares of the total shares vested on November 26, 2023. 50% or 1,666 shares of the total shares did not vest as the relevant performance goal was not achieved.
F5 The transactions reported herein reflect a one-time stock option repricing (the "Option Repricing") effective on December 11, 2025 (the "Repricing Date"). The Option Repricing applies to options with exercise prices of $106.09 per share or greater held by employees and directors of the Issuer who remained in continuous service with the Company as of the Repricing Date.
F6 Pursuant to the Option Repricing, the exercise price of the repriced options has been amended to reduce the exercise price to $104.13 per share, the thirty (30)-day trailing volume-weighted average price of the Common Stock on the Nasdaq Capital Market on the Repricing Date. However, if an optionholder exercises a repriced option before the end of a retention period of one year (which period may be shorter in certain circumstances), such optionholder will be required to pay the original exercise price per share of such repriced option. No other changes were made to the repriced options in connection with the Option Repricing, including with respect to the vesting schedules, expiration dates or number of shares underlying such repriced options.