Business Context and Reporting Period
This Form 8-K reports on the 2021 Annual Meeting of Stockholders held by Spruce Biosciences, Inc. on May 20, 2021. The company is incorporated in Delaware and trades on the Nasdaq Global Select Market under the symbol SPRB. As of the record date of March 22, 2021, there were 23,301,872 shares of common stock outstanding and entitled to vote.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance matters and voting results rather than financial performance.
Material Changes and Voting Results
Stockholders voted on two primary proposals at the Annual Meeting:
- Proposal 1: Election of Directors
- Tiba Aynechi, Ph.D.: Elected with 17,215,602 votes for, 1,204,141 votes withheld, and 265,591 broker non-votes.
- Niall O'Donnell, Ph.D.: Elected with 17,264,840 votes for, 1,154,903 votes withheld, and 265,591 broker non-votes.
- Both directors were elected to serve until the 2024 Annual Meeting.
- Proposal 2: Ratification of Independent Auditor
- Stockholders ratified the selection of BDO USA, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2021.
- Voting results: 18,685,119 votes for, 59 votes against, and 156 abstentions. There were no broker non-votes.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items. The document is limited to the disclosure of voting outcomes.
Key Facts for Investor Verification
- Confirmation of the new Class I Directors' tenure through the 2024 Annual Meeting.
- Verification of BDO USA, LLP's engagement as the independent auditor for the fiscal year ending December 31, 2021.
- Review of the total share count (23,301,872) to assess voting participation rates relative to outstanding shares.