{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-044236","form_type":"8-K","ticker":"HRTX","cik":"0000818033","company_name":"HERON THERAPEUTICS, INC. /DE/","filed_at":"2023-02-22T23:59:59+00:00","discovered_at":"2026-05-14T18:03:48.169515+00:00","generated_at":"2026-06-19T05:59:38.606725+00:00","sec_items":["1.01","5.02","7.01","9.01"],"event_type":"leadership","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Heron Therapeutics appoints three new directors, separates Chairman and CEO roles after activist agreement","bullets":["Appointed Craig Collard, Adam Morgan (Velan), and Kevin Kotler to Board; Board expands to eight directors.","Directors Stephen Davis and Kimberly Manhard resigned; seven of eight directors now independent.","Company to separate Chairman and CEO roles after 2023 Annual Meeting.","Cooperation agreement with Rubric Capital and Velan Capital includes standstill, voting commitments, and board composition terms.","New directors will stand for election at 2023 Annual Meeting; Board committees assigned."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-044236","json":"https://secwatch.observer/filing/0001193125-23-044236.json","markdown":"https://secwatch.observer/filing/0001193125-23-044236.md","text":"https://secwatch.observer/filing/0001193125-23-044236.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/d457589d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-19T05:59:38.606725+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"8c187994f7","claim":"Craig Collard was appointed as Director at HERON THERAPEUTICS, INC. /DE/.","evidence_excerpt":"the Board increased the size of the Board from seven to eight directors and appointed Adam Morgan, Craig Collard, and Kevin Kotler to the Board.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"af950d4dc1","claim":"Kimberly Manhard resigned as Director at HERON THERAPEUTICS, INC. /DE/.","evidence_excerpt":"Directors Stephen Davis and Kimberly Manhard resigned as members of the Board effective February 21, 2023.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"b1db44aae2","claim":"Stephen Davis resigned as Director at HERON THERAPEUTICS, INC. /DE/.","evidence_excerpt":"Directors Stephen Davis and Kimberly Manhard resigned as members of the Board effective February 21, 2023.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"c20953621b","claim":"Adam Morgan was appointed as Director at HERON THERAPEUTICS, INC. /DE/.","evidence_excerpt":"the Board increased the size of the Board from seven to eight directors and appointed Adam Morgan, Craig Collard, and Kevin Kotler to the Board.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"f9beb15a63","claim":"Kevin Kotler was appointed as Director at HERON THERAPEUTICS, INC. /DE/.","evidence_excerpt":"the Board increased the size of the Board from seven to eight directors and appointed Adam Morgan, Craig Collard, and Kevin Kotler to the Board.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"84d333d6ce08f54303ceda15684602a06edcf77e","claim":"HERON THERAPEUTICS, INC. /DE/ entered into Cooperation Agreement with Rubric Capital Management LP, Velan Capital Investment Management LP, and the persons and entities listed on Schedules A and B thereto (effective 2023-02-21).","evidence_excerpt":"On February 21, 2023, Heron Therapeutics, Inc. (the “Company”) entered into a Cooperation Agreement (the “Cooperation Agreement”) with Rubric Capital Management LP and the persons and entities listed on Schedule A thereto (collectively, “Rubric”), Velan Capital Investment Management LP and the persons and entities listed on Schedule B thereto (collectively, “Velan” and, together with Rubric, the “Investor Group”) regarding certain changes to the composition of the Company’s Board of Directors (the “Board”) and other related matters.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm","confidence":1.0,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Rubric Capital Management LP, Velan Capital Investment Management LP, and the persons and entities listed on Schedules A and B thereto"},{"label":"Effective","value":"2023-02-21"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}