0001209191-20-055011.txt : 20201016 0001209191-20-055011.hdr.sgml : 20201016 20201016120748 ACCESSION NUMBER: 0001209191-20-055011 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20201014 FILED AS OF DATE: 20201016 DATE AS OF CHANGE: 20201016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HANSSON JONAS CENTRAL INDEX KEY: 0001822555 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39594 FILM NUMBER: 201243365 MAIL ADDRESS: STREET 1: 18 AVENUE D'OUCHY CITY: LAUSANNE STATE: V8 ZIP: CH-1006 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SPRUCE BIOSCIENCES, INC. CENTRAL INDEX KEY: 0001683553 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 812154263 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2001 JUNIPERO SERRA BLVD., SUITE 640 CITY: DALY CITY STATE: CA ZIP: 94104 BUSINESS PHONE: (415) 294-1687 MAIL ADDRESS: STREET 1: 2001 JUNIPERO SERRA BLVD., SUITE 640 CITY: DALY CITY STATE: CA ZIP: 94104 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-10-14 0 0001683553 SPRUCE BIOSCIENCES, INC. SPRB 0001822555 HANSSON JONAS C/O SPRUCE BIOSCIENCES, INC. 2001 JUNIPERO SERRA BLVD., SUITE 640 DALY CITY CA 94014 1 0 0 0 Common Stock 2020-10-14 4 C 0 1783621 A 1783621 I See Footnotes Common Stock 2020-10-14 4 P 0 250000 15.00 A 2033621 I See Footnotes Series B Preferred Stock 2020-10-14 4 C 0 11666666 0.00 D Common Stock 1783621 0 I See Footnotes Each share of Series B Preferred Stock automatically converted into 0.152881822351322 shares of the Issuer's common stock upon the closing of the Issuer's initial public offering on October 14, 2020 (on an adjusted basis, after giving effect to the 1-for-6.541 reverse stock split of the common stock effected by the Issuer on October 2, 2020). The shares have no expiration date. The shares are directly held by HealthCap VIII, L.P. ("HCLP"). HealthCap VIII GP SA ("HCSA") is the sole general partner of HCLP and has voting and investment control over such shares held by HCLP. Jonas Hansson, a Director of the Issuer, has an indirect interest in HCSA and is an employee of HealthCap VIII Advisor AB. Each of the General Partner and Mr. Hansson disclaims beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, and this report shall not be deemed an admission that the General Partner or Mr. Hansson is the beneficial owner of such shares. The shares were purchased in the Issuer's initial public offering. /s/ Samir Gharib, Attorney-in-Fact 2020-10-16 EX-24 2 attachment1.htm EX-24 DOCUMENT

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
each of Richard
King and Samir Gharib, or any of them signing singly, and with full power of
substitution, the undersigneds
true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigneds capacity
as an officer,
director and/or more than 10% stockholder of Spruce Biosciences, Inc. (the
Company),
Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange
Act of 1934
and the rules thereunder;
(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary
or desirable to complete and execute any such Form 3, 4, or 5, complete and
execute any
amendment or amendments thereto, and timely file such form with the SEC and any
stock
exchange or similar authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the
opinion of such attorney-in-fact, may be of benefit to, in the best interest of,
or legally
required by, the undersigned, it being understood that the documents executed by
such
attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney
shall be in
such form and shall contain such terms and conditions as such attorney-in-fact
may approve
in such attorney-in-facts discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and
perform any and every act and thing whatsoever requisite, necessary, or proper
to be done in the exercise of
any of the rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming
all that such attorney-in-fact, or such attorney-in-facts substitute or
substitutes, shall lawfully do or cause to
be done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in such capacity
at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigneds responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required
to file Forms 3, 4, and 5 with respect to the undersigneds holdings of and
transactions in securities issued by
the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing
attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of
September 23, 2020.

/s/ Jonas Hansson