Every 8-K that Heron Therapeutics, Inc. (HRTX) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow HRTX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full HRTX filings page.
Heron Therapeutics, Inc. entered into a multi-product development and license agreement with Long Grove Pharmaceuticals, LLC and Capstone Development Services Company, LLC, effective September 23, 2026. Long Grove granted Heron an exclusive, sublicensable license, as to the licensed patents, to import, distribute, sell and market certain products in the United States, including its territories, commonwealths and possessions. Heron also received a non-exclusive license to manufacture the products worldwide for sale in that territory, with obligations to collaborate on their development and commercialization. The initial term is 10 years following the first commercial sale of any product, with automatic two-year renewal terms.
Heron Therapeutics, Inc. entered into Amendment No. 1 to its Tax Benefit Preservation Plan with Computershare Trust Company, N.A. as rights agent. The amendment changes the Plan’s definition of “Final Expiration Date,” extending all prior references to August 14, 2026 to now mean August 14, 2029. This effectively prolongs the duration of the Tax Benefit Preservation Plan by three years. The change is described as a material definitive agreement and as a material modification to the rights of security holders, with the full amendment filed as Exhibit 4.1 and incorporated by reference.
Heron Therapeutics reported Q2 2026 net revenue of $37.7 million, up 9% from Q1 2026 and roughly flat year-over-year. The company ended June 30, 2026 with $42.7 million in cash, cash equivalents and short-term investments.
Acute Care franchise net revenue grew strongly, rising 43.9% year-over-year in Q2 to $15.3 million, driven by ZYNRELEF ($11.1 million, up 35.0%) and APONVIE ($4.3 million, up 73.6%). Oncology Supportive Care revenue declined 15.9% year-over-year in Q2 to $22.3 million, with CINVANTI down 9.7% and SUSTOL down 77.5%.
Heron posted a Q2 2026 net loss of $5.5 million and a six-month net loss of $13.6 million, versus a small profit a year earlier, while achieving Q2 Adjusted EBITDA of $3.2 million. The company amended its credit facility with Hercules Capital, resetting financial covenants through 2027 and providing for a potential $17.5 million reduction in outstanding principal. Heron withdrew its full-year 2026 guidance for net product sales and Adjusted EBITDA, citing uncertainty following a court decision affecting CINVANTI patents, spending changes, and an ongoing review of strategic alternatives.
Heron Therapeutics, Inc. received a Nasdaq notice that its common stock no longer meets the $1.00 minimum bid price requirement, after trading below that level for thirty consecutive trading days from May 12, 2026 to June 24, 2026.
The company has 180 calendar days, until December 22, 2026, for its closing bid price to reach at least $1.00 for a minimum of ten consecutive days to regain compliance, a period Nasdaq may extend up to twenty days. During this time, HRTX shares remain listed on The Nasdaq Capital Market.
The company plans to monitor its share price and consider options, including a possible reverse stock split, and may receive an additional 180-day period if it meets other listing standards. The filing notes there is no assurance the company will regain or maintain Nasdaq compliance.
Heron Therapeutics, Inc. reported the results of its 2026 Annual Meeting of Stockholders held on June 11, 2026. Stockholders elected seven directors, ratified Withum Smith+Brown, PC as auditor for the year ending December 31, 2026, and approved executive compensation on a nonbinding advisory basis.
They also approved amendments to the company’s equity plans, increasing shares authorized under the 2007 Equity Incentive Plan by an additional 16,560,000 shares and under the 1997 Employee Stock Purchase Plan by an additional 10,000,000 shares. Stockholders further ratified, on a nonbinding advisory basis, the adoption of the Tax Benefits Preservation Plan. As of the April 14, 2026 record date, 188,638,866 common shares were outstanding, with 141,927,939 shares represented at the meeting, constituting a quorum.
Heron Therapeutics reported that the U.S. District Court for the District of Delaware issued a decision in its patent litigation with Azurity regarding CINVANTI, holding the asserted claims of U.S. Patent Nos. 12,115,255 and 12,290,520 invalid. These patents cover CINVANTI, an aprepitant injectable emulsion. The company states the ruling does not affect any prior settlement agreements related to CINVANTI or APONVIE injectable emulsions. Heron plans to appeal to the U.S. Court of Appeals for the Federal Circuit and may seek equitable relief, including a potential stay of market entry, while it continues to defend its intellectual property rights.
Heron Therapeutics reported Q1 2026 total net revenue of $34.7 million, down 10.8% year-over-year, and posted a net loss of $8.1 million versus net income a year earlier. Adjusted EBITDA was a loss of $0.7 million, compared with a positive $6.2 million in Q1 2025.
The Acute Care franchise remained a growth driver, with net revenue up 32% to $13.6 million, including ZYNRELEF at $10.2 million and APONVIE at $3.4 million. Oncology Supportive Care net revenue declined to $21.1 million, reflecting lower CINVANTI and planned SUSTOL wind-down. The company ended the quarter with $44.8 million in cash, cash equivalents and short-term investments and reaffirmed 2026 guidance of $173–$183 million in net revenue and $10–$20 million in Adjusted EBITDA.
Heron Therapeutics, Inc. updated employment and retention arrangements for its senior leadership team. CEO Craig Collard’s amended agreement increases severance protections and equity vesting if he is terminated without cause or resigns for good reason, including enhanced cash payments, accelerated stock vesting and extended company-paid health coverage, with larger benefits during a change in control window. The company also amended and restated management retention agreements for its CFO, Chief Development Officer and Chief Operating Officer, aligning their severance, change in control equity vesting, and 24‑month non‑competition and non‑solicitation covenants, and updating bonus, arbitration and North Carolina governing law provisions.
Heron Therapeutics reported full-year 2025 net revenue of $154.9 million, up 7.4% from 2024, driven by rapid growth in its Acute Care franchise. Acute Care revenue rose 65.1% year-over-year to $49.6 million, including strong gains from ZYNRELEF and APONVIE, while Oncology revenue declined 7.8% to $105.3 million.
The company narrowed its loss from operations to $2.5 million in 2025 and improved adjusted EBITDA to $14.7 million from $6.4 million, reflecting better profitability despite a net loss of $20.2 million. Heron ended 2025 with $46.6 million in cash, cash equivalents, and short-term investments and guided 2026 net revenue to $173–$183 million with adjusted EBITDA of $10–$20 million.
Operationally, ZYNRELEF and APONVIE benefited from permanent CMS J-Codes and broader clinical recognition, supporting continued adoption. Management highlighted momentum entering 2026, pointing to expanding demand signals, improved reimbursement clarity, and a stronger commercial engine across Acute Care and Oncology products.
Heron Therapeutics, Inc. filed a current report to share that it has issued a press release with preliminary financial results for the three months ended December 31, 2025 and for full-year 2025. The company furnished this press release as Exhibit 99.1 under a Regulation FD disclosure item, meaning it is being provided for informational purposes and is not treated as formally filed for liability purposes under Section 18 of the Exchange Act. The company also notes that this information will only be incorporated into other securities filings if specifically referenced.
Heron Therapeutics (HRTX) furnished a press release announcing financial results for the three and nine months ended September 30, 2025. The press release is included as Exhibit 99.1 to this report and is provided under Item 2.02.
The company states the information in Item 2.02 and Exhibit 99.1 is furnished and not deemed “filed” under the Exchange Act. The filing date is November 4, 2025.
Heron Therapeutics (HRTX) appointed Thomas Cusack to its Board of Directors, effective October 27, 2025. He will serve until the Company’s 2026 Annual Meeting of Stockholders and join the Nominating and Corporate Governance Committee. The appointment was made pursuant to a Cooperation Agreement between the Company and Rubric Capital Management LP dated August 8, 2025.
The Company states there are no transactions involving Mr. Cusack requiring disclosure under Item 404(a). He will receive compensation under Heron’s standard program for non-employee directors as described in the April 30, 2025 proxy statement, and will enter into the Company’s standard Director Indemnification Agreement, with the form to be filed with the 2025 Form 10-K. A press release dated October 29, 2025 was furnished as Exhibit 99.1.
Heron Therapeutics reported that stockholders approved two proposals at a Special Meeting held on October 13, 2025, authorizing potential issuances of common stock tied to previously issued convertible securities under Nasdaq Listing Rule 5635(d).
Proposal 1 permits issuance of common stock upon conversion, at the option of the holder, of the Company’s convertible senior unsecured promissory notes due 2031, which could, under certain future circumstances, exceed 19.99% of pre‑issuance shares. It passed with 89,632,206 votes for, 5,575,457 against, and 218,161 abstain. Proposal 2 permits issuance upon the automatic conversion of Series A Convertible Preferred Stock, with the same 19.99% threshold context, passing with 91,534,602 for, 3,672,091 against, and 219,131 abstain.
Stockholders of record on September 11, 2025 were eligible to vote. As of that date, 183,314,409 common shares were outstanding. A quorum of 95,425,824 shares was represented at the meeting.
Heron Therapeutics, Inc. entered into a new long-term office lease for its corporate headquarters with USEF HCG Fenton LLC. The lease covers approximately 16,837 rentable square feet at 25 Fenton Main Street in Cary, North Carolina, with an initial term of about 111 months.
Beginning on the term commencement date, the company will pay monthly base rent of $614,550.50 for the first 12-month period, with base rent increasing by a set percentage in each following 12-month period. Heron will also pay its proportionate share of operating costs, although base rent and estimated operating costs will be abated for a specified number of months after the commencement date. The lease includes a one-time option to extend for an additional 84 months and a one-time right of first refusal on contiguous vacant space.
Heron Therapeutics, Inc. adopted a Tax Benefit Preservation Plan designed to protect its net operating loss carryforwards under Section 382 of the tax code. The Board approved a rights plan that discourages any investor from newly acquiring 4.99% or more of Heron’s common stock, or existing 4.99% holders from increasing their stakes without Board approval, because such ownership changes could limit the company’s ability to use its NOLs.
As part of the plan, the Board declared a dividend of one preferred stock purchase right for each share of common stock outstanding as of August 15, 2025. Each right, exercisable until August 14, 2026 unless earlier redeemed or exchanged, allows the holder to buy one one‑thousandth of a share of Series B Preferred Stock at $7.00, with anti‑dilution protections. The company authorized a new Series B Preferred Stock whose dividend, liquidation and voting terms are structured so that one one‑thousandth of a share is intended to approximate the value of one common share.
Heron Therapeutics, Inc. entered into a cooperation agreement with Rubric Capital Management to expand its board from six to seven directors and to include a Rubric-nominated director in the company’s slate for the 2026 annual meeting, together with standstill and mutual non-disparagement provisions. The company also adopted a Certificate of Designation creating 524,141 shares of Series A Convertible Preferred Stock with a stated value of $15.00 per share, convertible at $1.50 per share upon stockholder approval and subject to a beneficial ownership limitation generally set at 4.99% (adjustable up to 19.99%).
The company completed a package of refinancing transactions that restructure its capital: it increased secured term loan capacity to $150.0 million with $110.0 million funded on closing, exchanged $25.0 million of existing convertible notes for 16,666,666 common shares and repaid the remaining $125.0 million of those notes in cash, issued $35.0 million of new convertible notes for $33.25 million, and completed a private placement of 13,225,227 common shares plus the Series A preferred (which converts into 5,241,410 common shares at $1.50) for approximately $27.7 million. These actions materially change the company’s debt profile and equity base.
Heron Therapeutics (HRTX) entered a Framework Agreement with Patheon Austria GmbH & Co KG under which Patheon will manufacture and supply specified quantities of certain products and continue ongoing stability studies and warehousing services. The Company has committed to purchase 38,400 kg of Products through December 31, 2026. The Framework Agreement also terminates certain prior agreements and historical obligations between the parties and amends a previously executed Manufacturing and Supply Agreement to govern ongoing manufacturing and stability-study terms.
The company states the description is summary in nature and plans to file the full Framework Agreement as an exhibit to its Quarterly Report for the fiscal quarter ending September 30, 2025.
Heron Therapeutics (HRTX) restructures and adds liquidity via four coordinated transactions dated 8 Aug 25.
Debt amendment: Working Capital Facility with Hercules rises to $150 m (tranche 1 $110 m closing; tranche 2 $20 m available through 15 Dec 26; tranche 3 $20 m by 30 Sep 27). Maturity shifts to the earlier of 1 Sep 30 or 180 days before any new convert maturity. Interest = Prime (7.5 % floor)+1.95 % cash +1.0 % PIK; 1 % upfront fee and up to 6.25 % end-of-term; no amortization.
Convertible clean-up: $150 m 2021 unsecured converts will be exchanged—$25 m converts to common, $125 m plus accrued interest paid in cash—removing a large overhang.
New convert issue: Company to sell $35 m senior unsecured converts (55-month term, 5 % OID, 5 % coupon; 7 % PIK option year 1) convertible at $1.80, subject to shareholder approval.
Private placement: $27.7 m raised via 13.23 m common shares and 0.524 m Series A preferred (auto-converts to 5.24 m common) at $1.50. Proceeds earmarked for working capital. All deals target 12 Aug 25 closing; company will seek shareholder and resale-registration approvals.