Spruce Biosciences, Inc.
3.40%
36,640
1683553
85209E208
Oct 6, 2025
Oct 9, 2025, 05:33 PM
Reporting Persons (2)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| HealthCap VIII, L.P. | Partnership | 3.40% | 36,640 | 0 | 36,640 |
| HealthCap VIII GP LLC | Partnership | 3.40% | 36,640 | 0 | 36,640 |
Disclosure Items (2)
Common Stock, par value $0.0001 per share
Spruce Biosciences, Inc.
611 Gateway Boulevard, South San Francisco, CA, 94080
Items 5(a)-(c) and 5(e) of the Schedule 13D are hereby amended and supplemented as follows: The information set forth in rows 11 and 13 of the cover pages to this Schedule 13D is incorporated by reference. The percentages set forth in row 13 are based on 1,065,223 outstanding shares of Common Stock, comprising (i) 563,042 outstanding shares of Common Stock as of August 12, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed on August 14, 2025, and (ii) 502,181 shares of Common Stock issed by the Issuer in a private placement, as announced by the Issuer on October 8, 2025, and give effect to the issuance of 9,439 shares of Common Stock that would be issued upon the exercise of warrants held by the Reporting Persons. The Fund directly holds 27,201 shares of Common Stock and warrants exercisable for 9,439 shares of Common Stock. The GP is the general partner of the Fund. The GP has delegated voting and dispositive power over the shares held by the Fund to HealthCap Investments S.A., a Swiss registered company ("HealthCap Investments"). Vanessa Malier and Thomas Ramdahl are each directors of the GP. Fabrice Bernhard is the General Manager of HealthCap Investments, and Dag Richter, Francois Kaiser and Daniel Schafer are each Directors of HealthCap Investments (together, the "Managers").
The information set forth in rows 7 through 10 of the cover pages to this Schedule 13D is incorporated by reference.
On October 7, 2025, the Fund sold 12,500 shares of Common Stock at a price of $205.99 per share.
On October 9, the Reporting Persons ceased to be the beneficial owners of more than five percent of the Common Stock.