Item 2.02 Results of Operations and Financial Condition.

On January 6, 2021, Spruce Biosciences, Inc. (the "Company") issued a press release providing a corporate update and anticipated milestone for 2021. The Company also reported on a preliminary and unaudited basis its estimated cash and cash equivalents balance and number of outstanding shares as of December 31, 2020. These are preliminary estimates based on currently available information and do not present all necessary information for a complete understanding of the Company's financial condition as of December 31, 2020 or the Company's results of operations for the year ended December 31, 2020. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

All of the information furnished in this Item 2.02 and Item 9.01 (including Exhibit 99.1) shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01Financial Statements and Exhibits.



(d) Exhibits.



  Exhibit
  Number                                Description
   99.1       Press Release of Spruce Biosciences, Inc., dated January 6, 2021

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