Heron Therapeutics (NASDAQ: HRTX) EVP Forbes converts 3,875 RSUs to shares

Rhea-AI Filing Summary

Heron Therapeutics executive William P. Forbes reported a routine equity vesting transaction. On 01/19/2026, 3,875 restricted stock units converted into an equal number of shares of Heron Therapeutics common stock, at an exercise price of $0.00 per unit. Following this conversion, Forbes directly held 30,994 restricted stock units and 170,078 shares of common stock. The restricted stock units vest in 16 equal quarterly installments beginning one quarter after the original grant date of 01/19/2024, reflecting ongoing equity-based compensation rather than an open-market share sale.

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

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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)

100 REGENCY FOREST DRIVE

SUITE 300

(Street)

CARY NC 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Development Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/19/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/19/2026		M		3,875	A	(1)	170,078	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0.00	01/19/2026		M			3,875	(2)	(2)	Common Stock	3,875	$0.00	30,994	D

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. Forbes	01/20/2026
	** 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.

FAQ

What insider transaction did HRTX executive William P. Forbes report?

William P. Forbes, EVP and Chief Development Officer of Heron Therapeutics (HRTX), reported the conversion of 3,875 restricted stock units into 3,875 shares of common stock on 01/19/2026, at an exercise price of $0.00 per unit.

Did William P. Forbes buy or sell Heron Therapeutics (HRTX) shares in this Form 4?

The Form 4 shows a transaction coded "M", indicating the conversion of restricted stock units into common shares. It reflects vesting of equity awards at $0.00 per unit, not an open-market purchase or sale.

How many Heron Therapeutics (HRTX) shares does William P. Forbes own after this transaction?

After the reported transaction, William P. Forbes directly owned 170,078 shares of Heron Therapeutics common stock, in addition to 30,994 restricted stock units that remain outstanding.

What are the vesting terms of the restricted stock units reported by HRTX executive William P. Forbes?

The filing states that the restricted stock units vest in 16 equal quarterly installments, beginning one quarter after the grant date of 01/19/2024. Each unit represents a contingent right to receive one share of Heron Therapeutics common stock.

What is the role of William P. Forbes at Heron Therapeutics (HRTX)?

William P. Forbes is reported as an officer of Heron Therapeutics, serving as EVP, Chief Development Officer, and this Form 4 reflects his officer status and equity-based compensation.

Is the ownership reported by William P. Forbes in HRTX direct or indirect?

The Form 4 indicates that both the 170,078 common shares and the 30,994 restricted stock units are held with direct (D) ownership, with no separate entity or indirect ownership structure noted in the filing.