8-K
filed June 16, 2026, 2:49 PM ET
ticker HRTX
CIK 0000818033
other material
confidence high
sentiment neutral
materiality 0.15
Stockholders approve all 6 proposals at 2026 Annual Meeting including equity plan increases
HERON THERAPEUTICS, INC. /DE/
- All 7 director nominees elected; Mr. Waage had lowest For votes at ~85.3M, broker non-votes ~50.1M.
- Ratification of Withum Smith+Brown as auditor: 139.7M For, 1.7M Against, 0.5M Abstain.
- Say-on-pay passed nonbinding advisory: 77.3M For, 12.1M Against, 2.4M Abstain.
- Equity incentive plan amended to add 16.56M shares: 75.6M For, 13.8M Against.
- ESPP amended to add 10M shares (83.8M For); Tax Benefits Preservation Plan ratified (88.2M For).
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HERON THERAPEUTICS, INC. /DE/ shareholders approved Non-binding advisory vote on compensation of Named Executive Officers for fiscal year 2025 at the 2026-06-11 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-06-11
Exact text from the filing
Proposal 3: The Company’s stockholders approved, on a nonbinding advisory basis, the compensation paid to the Company’s Named Executive Officers during the fiscal year ended December 31, 2025: For Against Abstain Broker Non-Votes 77,315,474 12,117,861 2,378,521 50,116,083
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HERON THERAPEUTICS, INC. /DE/ shareholders approved Approval of amendment to the 1997 Employee Stock Purchase Plan, increasing authorized shares by 10,000,000 at the 2026-06-11 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-06-11
Exact text from the filing
Proposal 5: The Company’s stockholders approved the amendment to the Company's 1997 Employee Stock Purchase Plan, as amended, to increase the number of shares of common stock authorized for issuance thereunder by an additional 10,000,000 shares: For Against Abstain Broker Non-Votes 83,765,950 6,496,205 1,549,701 50,116,083
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HERON THERAPEUTICS, INC. /DE/ shareholders approved Approval of amendment and restatement of the 2007 Amended and Restated Equity Incentive Plan, increasing authorized shares by 16,560,000 at the 2026-06-11 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-06-11
Exact text from the filing
Proposal 4: The Company’s stockholders approved the amendment and restatement of the Company’s 2007 Amended and Restated Equity Incentive Plan, to, among other things, increase the number of shares of common stock authorized for issuance thereunder by an additional 16,560,000 shares: For Against Abstain Broker Non-Votes 75,620,741 13,846,030 2,345,085 50,116,083
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HERON THERAPEUTICS, INC. /DE/ shareholders approved Ratification of adoption of Tax Benefits Preservation Plan (non-binding advisory) at the 2026-06-11 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-06-11
Exact text from the filing
Proposal 6: The Company’s stockholders ratified, on a nonbinding advisory basis, the adoption of the Tax Benefits Preservation Plan: For Against Abstain Broker Non-Votes 88,182,895 3,442,815 186,146 50,116,083
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HERON THERAPEUTICS, INC. /DE/ shareholders approved Ratification of appointment of Withum Smith+Brown, PC as independent registered public accounting firm for fiscal year 2026 at the 2026-06-11 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-06-11
Exact text from the filing
Proposal 2: The Company’s stockholders ratified the appointment of Withum Smith+Brown, PC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026: For Against Abstain Broker Non-Votes 139,715,514 1,706,193 506,232 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
HERON THERAPEUTICS, INC. /DE/ shareholders approved Election of seven director nominees at the 2026-06-11 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-06-11
Exact text from the filing
Proposal 1: The Company’s stockholders elected the seven director nominees to serve until the 2026 Annual Meeting of Stockholders and until their successors are duly elected and qualified or until their earlier death, resignation or removal: Name of Director Nominee For Against Abstain Broker Non-Votes Mr. Collard 87,289,779 4,336,869 185,208 50,116,083 Mr. Cusack Dr. Dissanaike 88,537,725 87,960,023 3,088,305 3,729,614 185,826 122,219 50,116,083 50,116,083 Mr. Johnson 87,703,801 3,972,919 135,136 50,116,083 Mr. Kaseta 88,236,408 3,424,597 150,851 50,116,083 Mr. Morgan 88,295,437 3,381,282 135,137 50,116,083 Mr. Waage 85,276,872 6,399,195 135,789 50,116,083
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.