Spruce Biosciences (SPRB) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 21, 2026, at 10:00 A.M. Pacific Time, to be held virtually.

• Shareholders are encouraged to review proxy materials and vote by May 20, 2026.

Voting matters and shareholder proposals

• Election of three Class III directors to serve until the 2029 annual meeting.

• Ratification of BDO USA, P.C. as independent auditor for fiscal year ending December 31, 2026.

• Advisory vote on executive compensation (say-on-pay).

• Advisory vote on the preferred frequency of future say-on-pay votes, with the board recommending annual votes.

• Proxies may vote on other business as may properly come before the meeting.

Board of directors and corporate governance

• Nominees for Class III director positions: Michael Grey, Camilla V. Simpson, M.Sc., and Javier Szwarcberg, M.D., MPH.