Heron Therapeutics, Inc. (NASDAQ:HRTX) Files An 8-K Submission of Matters to a Vote of Security Holders

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Heron Therapeutics, Inc. (NASDAQ:HRTX) Files An 8-K Submission of Matters to a Vote of Security Holders

Item5.07

Submission of Matters to a Vote of Security
Holders.

On June12, 2017, Heron Therapeutics, Inc. (the Company) held its
2017 Annual Meeting of Stockholders. Six proposals were voted on
at the meeting: (1)the election of six directors: Kevin C. Tang,
Barry D. Quart, Pharm.D., Robert H. Rosen, Craig A. Johnson, John
W. Poyhonen and Christian Waage to serve until the 2018 Annual
Meeting of Stockholders and until their successors are duly
elected and qualified; (2)the ratification of the appointment of
OUM Co. LLP as the Companys independent registered public
accounting firm for the fiscal year ending December31, 2017;
(3)an advisory vote to approve compensation paid to the Companys
named executive officers during fiscal year 2016; (4)the
amendment of the Companys Certificate of Incorporation to
increase the aggregate number of authorized shares of common
stock by 25,000,000; (5)the amendment of the Companys 2007
Amended and Restated Equity Incentive Plan (the 2007 Plan) to
increase the shares of common stock authorized for issuance
thereunder from 13,800,000 to 18,800,000; and (6)the amendment of
the Companys 1997 Employee Stock Purchase Plan (the 1997 Plan) to
increase the shares of common stock authorized for issuance
thereunder from 275,000 to 475,000.

Only stockholders of record as of the close of business on
April17, 2017 were entitled to vote at the 2017 Annual Meeting.
As of April17, 2017, 53,696,906 shares of common stock of the
Company were outstanding and entitled to vote at the 2017 Annual
Meeting. At the 2017 Annual Meeting, 50,333,273 shares of common
stock of the Company were represented by proxy constituting a
quorum for the meeting. As set forth below, each of the six
proposals voted on at the meeting were approved by the
stockholders entitled to vote thereon.

The votes with respect to each of the proposals are set forth
below.

Election of six directors to serve until the 2018 annual
meeting:

Name of Director Nominees

For Withheld BrokerNon-Votes

Kevin C. Tang

39,833,337 5,529,584 4,970,352

Barry D. Quart, Pharm.D.

45,307,405 55,516 4,970,352

Robert H. Rosen

45,289,074 73,847 4,970,352

Craig A. Johnson

37,151,626 8,211,295 4,970,352

John W. Poyhonen

37,224,759 8,138,162 4,970,352

Christian Waage

45,174,225 188,696 4,970,352

Ratification of the appointment of OUM Co. LLP as the
Companys independent registered public accounting firm for the
fiscal year ended December31, 2017:

For

Against

Abstain

BrokerNon-Votes

50,193,813

77,850 61,610

Advisory vote to approve compensation paid to the
Companys named executive officers during fiscal year
2016:

For

Against

Abstain

Broker Non-Votes

36,918,132

8,430,679 14,110 4,970,352

Amendment to the Companys Certificate of Incorporation to
increase the aggregate number of authorized shares of common
stock by 25,000,000:

For

Against

Abstain

Broker Non-Votes

47,331,313

635,510 2,366,450

Amendment to the Companys 2007 Plan to increase the
shares of common stock authorized for issuance thereunder by
5,000,000 shares:

For

Against

Abstain

Broker Non-Votes

24,970,094

18,175,638 2,217,189 4,970,352

Amendment to the Companys 1997 Plan to increase the
shares of common stock authorized for issuance thereunder by
200,000 shares:

For

Against

Abstain

Broker Non-Votes

45,267,125

84,939 10,857 4,970,352

* * *


About Heron Therapeutics, Inc. (NASDAQ:HRTX)

Heron Therapeutics, Inc. is a biotechnology company engaged in developing pharmaceutical products for patients suffering from cancer or pain. The Company’s product candidates include SUSTOL, HTX-019 and HTX-011. All of its product candidates utilize science and technology platforms, including its Biochronomer drug delivery technology. The Company’s SUSTOL (granisetron) injection, extended release is being developed for the prevention of both acute and delayed chemotherapy-induced nausea and vomiting (CINV) associated with moderately emetogenic chemotherapy (MEC) or highly emetogenic chemotherapy (HEC). HTX-019, which is an intravenous formulation of aprepitant, a neurokinin-1 (NK1) receptor antagonist, is being developed for the prevention of CINV. HTX-011, a long-acting formulation of the local anesthetic bupivacaine in a fixed-dose combination with the anti-inflammatory meloxicam, is being developed for the prevention of post-operative pain. HTX-011 is in Phase II clinical trials.