Heron Therapeutics (HRTX) CEO receives large RSU and PSU equity grants

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Form Type

Rhea-AI Filing Summary

Heron Therapeutics Chief Executive Officer Craig A. Collard reported new equity awards. On January 30, 2026, he received 800,337 restricted stock units (RSUs), which each convert into one share of common stock and vest in 16 equal quarterly installments starting one quarter after the grant date.

He was also granted 800,336 performance stock units (PSUs), each convertible into one share of common stock. These PSUs vest on the same 16-quarter schedule, but only to the extent a milestone is met based on a net product sales revenue target for the fiscal year ending December 31, 2026, as reported in the company’s Form 10-K.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Collard Craig A

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	800,337	$0.00	--
Grant/Award	Performance Stock Units	800,336	$0.00	--

Holdings After Transaction: Restricted Stock Units — 800,337 shares (Direct); Performance Stock Units — 800,336 shares (Direct)

Footnotes (1)

Restricted stock units ("RSUs") convert into common stock on a one-for-one basis. On January 30, 2026 (the "Date of Grant"), the Reporting Person was granted 800,337 RSUs which vest upon the following time-based vesting schedule: the RSUs vest in 16 equal quarterly installments beginning one quarter after the Date of Grant. The full amount of the RSUs granted to the Reporting Person is reflected herein. Performance stock units ("PSUs") convert into common stock on a one-for-one basis. On January 30, 2026, the Reporting Person was granted 800,336 PSUs which vest upon the following time-based vesting schedule: the PSUs vest in 16 equal quarterly installments beginning one quarter after the Date of Grant, subject to satisfaction of the milestone-based vesting condition: the applicable percentage of the PSUs vesting based on a net product sales revenue target for the fiscal year ending December 31, 2026 as reported in the Issuer's Form 10-K. The full amount of the PSUs granted to the Reporting Person is reflected herein.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/03/2026 - 10:00 AM

SEC Form 4

FORM 4

UNITED 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^*

Collard Craig A

(Last)

(First)

(Middle)

100 REGENCY FOREST DRIVE

SUITE 300

(Street)

CARY

27518

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HERON THERAPEUTICS, INC. /DE/ [ HRTX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	01/30/2026		A		800,337		⁽²⁾	⁽²⁾	Common Stock	800,337	$0	800,337	D
Performance Stock Units	⁽³⁾	01/30/2026		A		800,336		⁽⁴⁾	⁽⁴⁾	Common Stock	800,336	$0	800,336	D

Explanation of Responses:

1. Restricted stock units ("RSUs") convert into common stock on a one-for-one basis.

2. On January 30, 2026 (the "Date of Grant"), the Reporting Person was granted 800,337 RSUs which vest upon the following time-based vesting schedule: the RSUs vest in 16 equal quarterly installments beginning one quarter after the Date of Grant. The full amount of the RSUs granted to the Reporting Person is reflected herein.

3. Performance stock units ("PSUs") convert into common stock on a one-for-one basis.

4. On January 30, 2026, the Reporting Person was granted 800,336 PSUs which vest upon the following time-based vesting schedule: the PSUs vest in 16 equal quarterly installments beginning one quarter after the Date of Grant, subject to satisfaction of the milestone-based vesting condition: the applicable percentage of the PSUs vesting based on a net product sales revenue target for the fiscal year ending December 31, 2026 as reported in the Issuer's Form 10-K. The full amount of the PSUs granted to the Reporting Person is reflected herein.

	/s/ Kathryn Lester Attorney-in-fact for Craig Collard	02/03/2026
	** Signature of Reporting Person	Date
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did HRTX CEO Craig Collard report on January 30, 2026?

Craig A. Collard reported receiving new equity awards on January 30, 2026. He was granted restricted stock units and performance stock units that convert one-for-one into Heron Therapeutics common stock under specified time-based and performance-based vesting conditions.

How many restricted stock units were granted to the HRTX CEO in this Form 4?

The CEO received 800,337 restricted stock units. These RSUs convert into common stock on a one-for-one basis and vest in 16 equal quarterly installments, beginning one quarter after the January 30, 2026 grant date, subject to continued service.

What are the vesting terms of Craig Collard’s RSUs at Heron Therapeutics (HRTX)?

Craig Collard’s 800,337 RSUs vest over time, not immediately. They vest in 16 equal quarterly installments, with the first installment beginning one quarter after the January 30, 2026 grant date, providing a four-year time-based vesting schedule.

How many performance stock units did the HRTX CEO receive and how do they work?

The CEO received 800,336 performance stock units. Each PSU converts into one share of common stock, vests in 16 equal quarterly installments, and is also subject to a milestone-based condition linked to a net product sales revenue target for fiscal 2026.

What performance condition applies to the HRTX CEO’s PSUs granted in 2026?

The PSUs depend on achieving a net product sales revenue target. The applicable percentage of the 800,336 PSUs vests based on net product sales revenue for the fiscal year ending December 31, 2026, as reported in Heron Therapeutics’ Form 10-K.

Are the RSUs and PSUs reported by HRTX’s CEO settled in common stock?

Both RSUs and PSUs are linked directly to common stock. Each restricted stock unit and each performance stock unit converts into one share of Heron Therapeutics common stock upon vesting, aligning the CEO’s compensation with the company’s equity performance over time.