Hensley Mark Earl 4

What Happened
Mark Hensley, Chief Operating Officer of Heron Therapeutics (HRTX), was granted two equity awards on January 30, 2026: 188,315 restricted stock units (RSUs) and 188,314 performance stock units (PSUs). Both grants were recorded at $0.00 per share (total reported value $0) as derivative awards that convert one-for-one into common stock if and when they vest.

Key Details

• Transaction date: January 30, 2026; Filing date: February 3, 2026. Transaction code: A (award/grant).
• Awards granted: 188,315 RSUs and 188,314 PSUs (total 376,629 units). Grant price: $0.00; reported value $0 at grant.
• Vesting: RSUs vest in 16 equal quarterly installments beginning one quarter after grant. PSUs vest in 16 equal quarterly installments beginning one quarter after grant, subject to achievement of a net product sales revenue target for fiscal year ending Dec 31, 2026 (as reported in the issuer's Form 10‑K).
• Conversion: RSUs and PSUs convert into common stock on a one-for-one basis (derivative -> underlying shares upon vesting).
• Shares owned after the transaction: Not reported in this Form 4.
• Timeliness: Filing does not indicate lateness.

Context
These are time- and performance-based compensation awards, not open-market purchases or sales. RSUs represent a promise of future shares as they vest; PSUs add an additional performance condition tied to 2026 net product sales, so payout depends on meeting that milestone and subsequent vesting. The $0 grant price is standard for RSU/PSU awards and does not reflect the eventual cash/share value, which will depend on Heron’s stock price and whether performance targets are met.