Form 4 for SPRB SPRUCE BIOSCIENCES, INC.
Accepted 2026-01-21 00:00:00 ET · period of report 2025-12-11 · accession 0001869391-26-000007 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2026-01-21 | 2025-12-11 | SPRB | Ways Douglas Kirk | Interim Chief Medical Off, Dir | M - OptEx | $0.00 | +1,250 | 1,250 | New | $0 |
| D | 2026-01-21 | 2025-12-11 | SPRB | Ways Douglas Kirk | Interim Chief Medical Off, Dir | M - OptEx | $0.00 | -1,250 | 3,750 | -25% | $0 |
| DM | 2026-01-21 | 2025-12-11 | SPRB | Ways Douglas Kirk | Interim Chief Medical Off, Dir | A - Grant | $0.00 | +5,666 | 400 | New | $0 |
| DM | 2026-01-21 | 2025-12-11 | SPRB | Ways Douglas Kirk | Interim Chief Medical Off, Dir | D - Sale to Iss | — | -666 | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2025-12-11 | M | A | 1,250 | $0.00 | 1,250 | D | — | — | (F1) 25% of the total number of restricted stock units ("RSUs") vested on grant. 25% of the total number of RSUs will vest on December 15, 2026, December 15, 2027 and December 15, 2028, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2020 Equity Incentive Plan) as of each such vesting date. (F2) Each RSU represents a contingent right to receive one share of common stock of the Issuer. |
| 2 | Derivative | Restricted Stock Units | 2025-12-11 | M | D | 1,250 | $0.00 | 3,750 | D | $0.00 · — to — | 1,250 Common Stock | (F2) Each RSU represents a contingent right to receive one share of common stock of the Issuer. (F1) 25% of the total number of restricted stock units ("RSUs") vested on grant. 25% of the total number of RSUs will vest on December 15, 2026, December 15, 2027 and December 15, 2028, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2020 Equity Incentive Plan) as of each such vesting date. |
| 3 | Derivative | Restricted Stock Units | 2025-12-11 | A | A | 5,000 | $0.00 | 5,000 | D | $0.00 · — to — | 5,000 Common Stock | (F2) Each RSU represents a contingent right to receive one share of common stock of the Issuer. (F1) 25% of the total number of restricted stock units ("RSUs") vested on grant. 25% of the total number of RSUs will vest on December 15, 2026, December 15, 2027 and December 15, 2028, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2020 Equity Incentive Plan) as of each such vesting date. |
| 4 | Derivative | Stock Option (Right to Buy) | 2025-12-11 | A | A | 266 | — | 266 | D | $104.13 · — to 2031-06-22 | 266 Common Stock | (F3) Effective August 4, 2025, the Issuer effected a reverse stock split (the "Reverse Split") whereby every seventy-five shares of its issued and outstanding Common Stock were automatically combined into one share of Common Stock. In connection with the Reverse Split, each stock option to purchase 75 shares of Common Stock was automatically combined into a stock option to purchase one share of Common Stock and the exercise prices of such options were multiplied by seventy-five. (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. (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. (F4) The shares subject to the option are fully vested and exercisable. |
| 5 | Derivative | Stock Option (Right to Buy) | 2025-12-11 | D | D | 266 | — | 0 | D | $791.25 · — to 2031-06-22 | 266 Common Stock | (F3) Effective August 4, 2025, the Issuer effected a reverse stock split (the "Reverse Split") whereby every seventy-five shares of its issued and outstanding Common Stock were automatically combined into one share of Common Stock. In connection with the Reverse Split, each stock option to purchase 75 shares of Common Stock was automatically combined into a stock option to purchase one share of Common Stock and the exercise prices of such options were multiplied by seventy-five. (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. (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. (F4) The shares subject to the option are fully vested and exercisable. |
| 6 | Derivative | Stock Option (Right to Buy) | 2025-12-11 | A | A | 400 | — | 400 | D | $104.13 · — to 2033-05-24 | 400 Common Stock | (F3) Effective August 4, 2025, the Issuer effected a reverse stock split (the "Reverse Split") whereby every seventy-five shares of its issued and outstanding Common Stock were automatically combined into one share of Common Stock. In connection with the Reverse Split, each stock option to purchase 75 shares of Common Stock was automatically combined into a stock option to purchase one share of Common Stock and the exercise prices of such options were multiplied by seventy-five. (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. (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. (F4) The shares subject to the option are fully vested and exercisable. |
| 7 | Derivative | Stock Option (Right to Buy) | 2025-12-11 | D | D | 400 | — | 0 | D | $169.50 · — to 2033-05-24 | 400 Common Stock | (F3) Effective August 4, 2025, the Issuer effected a reverse stock split (the "Reverse Split") whereby every seventy-five shares of its issued and outstanding Common Stock were automatically combined into one share of Common Stock. In connection with the Reverse Split, each stock option to purchase 75 shares of Common Stock was automatically combined into a stock option to purchase one share of Common Stock and the exercise prices of such options were multiplied by seventy-five. (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. (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. (F4) The shares subject to the option are fully vested and exercisable. |