Transaction #1121 · Form 4 · 0000902664-25-004459
HERON THERAPEUTICS, INC. /DE/ · Conversion · Common Stock, par value $0.01 per share ("Common Stock")
HERON THERAPEUTICS, INC. /DE/ · Transacted October 15, 2025 · Filed October 17, 2025
What does this filing report?
An SEC Form 4 filing for HERON THERAPEUTICS, INC. /DE/ records a conversion involving Common Stock, par value $0.01 per share ("Common Stock") on October 15, 2025. The reported quantity was 946,100. The filing date is October 17, 2025. This is one transaction record; amounts are not allocated among any joint reporting owners.
The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.
Transaction details
- Company CIK
- 0000818033
- Security type
- Non-derivative
- Acquisition type
- Conversion · Code C
- Quantity acquired
- 946,100
- Reported price
- Not reported · See footnotes
- Reference value
- Not reported
- Currency
- Currency not specified
- Ownership
- Indirect
- Holdings after transaction
- 30,046,828
- Ownership description
- See footnotes
- SEC acceptance time
- Oct 17, 2025, 6:00 PM EDT
- 10b5-1 indication
- Not indicated
Reference value is reported quantity × reported price. It is not a confirmed cash payment or an estimate of a derivative's economic value. A missing currency is not assumed to be USD.
Reporting owners
- Rubric Capital Management LP ↗
10% owner
CIK 0001687509
- Rosen David Efraim ↗
10% owner
CIK 0001898677
These are the reporting owners named in the filing. Quantities and amounts are not allocated among co-reporters. Roles reflect this filing, not a current profile.
Company listings
This transaction is not mapped to a specific company listing.
Filing footnotes & remarks
- F1
- The Preferred Shares automatically converted into Common Stock pursuant to their terms at a conversion price of $1.50.
- F2
- This Form 4 is filed by Rubric Capital Management LP ("Rubric Capital") and Mr. David Rosen, with respect to the securities held by certain funds and/or accounts (collectively, the "Rubric Vehicles"). Rubric Capital serves as the investment adviser to the Rubric Vehicles. Mr. David Rosen serves as the Managing Member of Rubric Capital Management GP, LLC, the general partner of Rubric Capital.
- F3
- The filing of this statement shall not be deemed an admission that any Reporting Person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each Reporting Person expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein.
- F4
- The Notes are restated here to correct the maturity date thereof as reported in the Form 4 filed by the Reporting Persons on August 12, 2025.
- F5
- The Notes convert at an initial conversion rate of 555.5556 per $1,000 principal amount of Notes, subject to adjustment as set forth in that certain Note Purchase Agreement, dated as of August 8, 2025, by and between the Company, the purchasers from time to time party hereto, and Rubric Capital Management LP, as agent for the purchasers. Conversions of the Notes are settled, at the election of the Company, in cash, shares of Common Stock, or a combination of cash and shares of Common Stock. The Notes bear cash interest at a rate of 5.0% per year until maturity, provided that the Company has the right to pay all accrued and unpaid interest prior to September 1, 2026 in new Notes at a rate of 7.0% per year.
- F6
- The Notes are convertible after December 31, 2025. The Notes mature on March 1, 2031.
Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.
This record was updated Eastern Time. This is the stored record update time, not the transaction date. Report a correction.