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Heron Therapeutics (NASDAQ: HRTX) EVP logs RSU vesting and tax withholding

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Heron Therapeutics executive William P. Forbes, EVP and Chief Development Officer, reported equity compensation activity on July 19, 2026. He exercised 3874 restricted stock units into common stock, and 1101 shares of common stock were disposed of in a tax-withholding transaction at $0.47 per share. Following these transactions, he directly owned 225485 shares of common stock and held 23246 restricted stock units.

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Insider Forbes William P
Role EVP, Chief Development Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F2 3,874 $0.00 $0.00
Exercise Common Stock F1 3,874 -- --
Exercise Price or Tax Liability Common Stock 1,101 $0.47 $517.47
Holdings After Transaction: Restricted Stock Units — 23,246 shares (Direct); Common Stock — 224,384 shares (Direct)
Footnotes (2)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of common stock.
  2. F2. The restricted stock units vest in 16 equal quarterly installments beginning one quarter after the date of grant (01/19/2024).
Common shares acquired via RSU conversion 3874 shares Exercise of restricted stock units into common stock on July 19, 2026
Shares withheld for taxes 1101 shares at $0.47 per share Tax-withholding disposition of common stock on July 19, 2026
Direct common shares after transactions 225485 shares Direct ownership of Heron Therapeutics common stock following the reported Form 4 transactions
Restricted stock units outstanding 23246 units Restricted stock units remaining after 3874 units were exercised into common stock
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"transaction_action is described as a tax-withholding disposition of common stock."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Transaction code M is described as Exercise or conversion of derivative security."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What insider transactions did HRTX executive William P. Forbes report on July 19, 2026?

William P. Forbes reported equity compensation activity, including 3874 restricted stock units converting into common stock and a tax-withholding disposition of 1101 shares at $0.47 per share. After these transactions, he directly owned 225485 Heron Therapeutics common shares and retained additional RSUs.

How many Heron Therapeutics (HRTX) shares did Forbes acquire through RSU vesting?

On July 19, 2026, 3874 restricted stock units held by William P. Forbes converted into an equal number of Heron Therapeutics common shares. Each RSU represented a contingent right to receive one share of common stock, as described in the filing’s footnote.

How many HRTX shares were withheld for taxes, and at what price?

A total of 1101 shares of Heron Therapeutics common stock were disposed of in a tax-withholding transaction at $0.47 per share. The transaction used code F, indicating payment of tax liability by delivering already-owned securities rather than a market sale.

What are William P. Forbes' HRTX holdings after the reported transactions?

Following the July 19, 2026 transactions, William P. Forbes directly owned 225485 shares of Heron Therapeutics common stock and held 23246 restricted stock units. The RSUs remain outstanding as derivative equity awards that may convert into additional common shares upon future vesting.

Were William P. Forbes' HRTX transactions made under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and no footnote describes a trading plan. This means the reported RSU conversion and tax-withholding disposition were not identified as occurring under a pre-arranged Rule 10b5-1 trading plan.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Forbes William P

(Last)(First)(Middle)
25 FENTON MAIN STREET
SUITE 300

(Street)
CARY NORTH CAROLINA 27511

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HERON THERAPEUTICS, INC. /DE/ [ HRTX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Development Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock07/19/2026M3,874A(1)225,485D
Common Stock07/19/2026F1,101D$0.47224,384D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$007/19/2026M3,874 (2) (2)Common Stock3,874$023,246D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of common stock.
2. The restricted stock units vest in 16 equal quarterly installments beginning one quarter after the date of grant (01/19/2024).
/s/Kathryn Lester Attorney-in-fact for William P. Forbes07/20/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)