Item 2.05 Costs Associated with Exit or Disposal Activities.

On June 27, 2022, the Board of Directors of Heron Therapeutics, Inc. (the "Company") approved a reduction in force that is expected to result in the termination of approximately 34% of the Company's workforce. The reduction in force is being implemented in order to enable the Company to decrease its costs and maintain a streamlined organization to support its acute care and oncology care franchises. The reduction in force is a component of the Company's broader efforts to address the current market dynamics and prepare the Company for long-term sustainability. The employees impacted by the reduction in force will exit the Company in the third and fourth quarters of 2022. The Company will provide employees with one-time severance payments upon termination, continued benefits for a specific period of time, outplacement services and certain equity award modifications. The Company expects to incur total expenses of $6.3 million, $5.9 million of which is primarily for severance and related costs and $0.4 million of which is for non-cash, stock-based compensation expense related to equity award modifications. The Company anticipates recognizing $4.3 million of the total expenses in the second quarter of 2022, $1.3 million of the total expenses in the third quarter of 2022 and $0.7 million of the total expenses in the fourth quarter of 2022. The Company expects the cash payments due to terminated employees will be substantially completed in the first quarter of 2023.

On June 30, 2022, the Company issued a press release regarding its restructuring and cost reduction plan, a copy of which is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.



Exhibit No.   Description

99.1            Press Release, dated June 30, 2022
104           Cover Page Interactive Data File (embedded within the Inline XBRL document)

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