Sec Form 4 Filing - POYHONEN JOHN @ HERON THERAPEUTICS, INC. /DE/ - 2023-01-18

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person POYHONEN JOHN 2. Issuer Name and Ticker or Trading Symbol HERON THERAPEUTICS, INC. /DE/ [ HRTX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President & CCO (Last) (First) (Middle) 4242 CAMPUS POINT COURT, SUITE 200 3. Date of Earliest Transaction (MM/DD/YY) 01/18/2023 (Street) SAN DIEGO, CA92121 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Performance Stock Units $ 0 01/18/2023 A 66,385 ( 1 ) ( 1 ) Common Stock 66,385 $ 0 66,385 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other POYHONEN JOHN 4242 CAMPUS POINT COURT SUITE 200 SAN DIEGO, CA92121 President & CCO Signatures /s/ Lisa Peraza Attorney-in-fact for John Poyhonen 01/20/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On July 25, 2022, the Compensation Committee of the Issuer (the "Committee") granted the Reporting Person Performance Stock Units ("PSUs"), the vesting of which was subject to the achievement of certain corporate performance goals and time-based vesting. On January 18, 2023, the Committee determined that certain performance goals of the PSUs had been achieved. The PSUs are further subject to a time-based vesting schedule. The PSUs will vest in full on the first anniversary of the grant date subject to continued employment through such date. Upon vesting and settlement of the PSUs, the Reporting Person will receive a number of shares of common stock of the Issuer equal to the number of PSUs that have vested.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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