Heron Therapeutics, Inc. filed a Form S-8 registration statement with the U.S. Securities and Exchange Commission on October 27, 2026, to register an additional 26,560,000 shares of common stock for issuance under two stockholder-approved equity compensation plans.

Key Highlights

  • Total shares registered: 26,560,000 shares of common stock, par value $0.01 per share, according to the filing.
  • 2007 Equity Incentive Plan: 16,560,000 shares are issuable under the 2007 Equity Incentive Plan, as amended.
  • 1997 Employee Stock Purchase Plan: 10,000,000 shares are issuable under the 1997 Employee Stock Purchase Plan, as amended.
  • Stockholder approval date: Both plan amendments were approved by stockholders on June 11, 2026, the filing states.
  • Filer status: Heron Therapeutics is classified as an accelerated filer in this registration statement.
  • Signing officer: The registration statement was signed by Ira Duarte, Executive Vice President and Chief Financial Officer.

Heron Therapeutics Adds Shares to Equity and Purchase Plans After June 2026 Stockholder Vote

According to the filing, Heron Therapeutics, Inc. (NASDAQ:HRTX) submitted a Form S-8 registration statement on October 27, 2026, to register 26,560,000 additional shares of its common stock, par value $0.01 per share. The registration covers two separate equity compensation programs: the 2007 Equity Incentive Plan, as amended, and the 1997 Employee Stock Purchase Plan, as amended. The company disclosed that amendments to both plans were approved by its stockholders on June 11, 2026.

Of the total shares being registered, the filing states that 16,560,000 are reserved for issuance under the 2007 Equity Incentive Plan and 10,000,000 are reserved for issuance under the 1997 Employee Stock Purchase Plan. The company noted that this registration statement is submitted in accordance with General Instruction E of Form S-8, incorporating by reference the contents of prior registration statements relating to the same class of securities, except for Items 3 and 8, which are updated by the current filing.

The filing lists numerous prior S-8 registrations for both plans dating back to 1997 for the ESPP and 2008 for the 2007 Plan, across twelve and sixteen prior registration statements, respectively. The company's principal executive offices are located at 25 Fenton Main Street, Suite 300, Cary, North Carolina 27511. The filing incorporates by reference Heron Therapeutics' Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as well as subsequent quarterly reports and current reports filed through September 29, 2026.

What Was Disclosed

Heron Therapeutics filed an S-8 on October 27, 2026, to register 26,560,000 additional common shares under its 2007 Equity Incentive Plan (16,560,000 shares) and 1997 Employee Stock Purchase Plan (10,000,000 shares), both amended following a June 11, 2026 stockholder vote.