---
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"
generated_at: "2026-06-19T05:59:38.606725+00:00"
event_type: "leadership"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Heron Therapeutics appoints three new directors, separates Chairman and CEO roles after activist agreement

## Summary
- 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.

## SEC filing metadata
- 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
- event_type: leadership
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 5.02, 7.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-044236
- JSON: https://secwatch.observer/filing/0001193125-23-044236.json
- Plain text: https://secwatch.observer/filing/0001193125-23-044236.txt

## Key facts
- Executive change
  Craig Collard was appointed as Director at HERON THERAPEUTICS, INC. /DE/.
  - Action: appointed
  - Role: Director
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm
- Executive change
  Kimberly Manhard resigned as Director at HERON THERAPEUTICS, INC. /DE/.
  - Action: resigned
  - Role: Director
  source text: Directors Stephen Davis and Kimberly Manhard resigned as members of the Board effective February 21, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm
- Executive change
  Stephen Davis resigned as Director at HERON THERAPEUTICS, INC. /DE/.
  - Action: resigned
  - Role: Director
  source text: Directors Stephen Davis and Kimberly Manhard resigned as members of the Board effective February 21, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm
- Executive change
  Adam Morgan was appointed as Director at HERON THERAPEUTICS, INC. /DE/.
  - Action: appointed
  - Role: Director
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm
- Executive change
  Kevin Kotler was appointed as Director at HERON THERAPEUTICS, INC. /DE/.
  - Action: appointed
  - Role: Director
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm
- Material Agreements
  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).
  - Action: entry
  - Counterparty: 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
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/818033/000119312523044236/0001193125-23-044236-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.