SC 13G/A: HERON THERAPEUTICS, INC. /DE/
Ticker: HRTX · Form: SC 13G/A · Filed: 2024-02-14T00:00:00.000Z
Sentiment: neutral
Topics: sc-13g-a
AI Summary
SC 13G/A filing by HERON THERAPEUTICS, INC. /DE/.
Risk Assessment
Risk Level: low
Filing Stats: 2,165 words · 9 min read · ~7 pages · Grade level 11.1 · Accepted 2024-02-14 16:21:51
Key Financial Figures
- $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
- $1,000 — into 65.462 shares of Common Stock per $1,000 of par value held by each of the Funds,
Filing Documents
- tm242424d14_sc13ga.htm (SC 13G/A) — 87KB
- 0001104659-24-023728.txt ( ) — 89KB
(a) Name of Issuer
Item 1(a) Name of Issuer: Heron Therapeutics, Inc. (the “Issuer”)
(b) Address of Issuer’s Principal Executive Offices
Item 1(b) Address of Issuer’s Principal Executive Offices: 4242 Campus Point Court, Ste. 200 San Diego, CA 92121
(a) Name of Person Filing
Item 2(a) Name of Person Filing: This Amendment No. 10 is being filed jointly by the Reporting Persons.
(b) Address of Principal Business Office or, if None, Residence
Item 2(b) Address of Principal Business Office or, if None, Residence: The business address of each of the Reporting Persons is: c/o Baker Bros. Advisors LP 860 Washington Street, 3 rd Floor New York, NY 10014 (212) 339-5690
(c) Citizenship
Item 2(c) Citizenship: The Adviser is a limited partnership organized under the laws of the State of Delaware. The Adviser GP is a limited liability company organized under the laws of the State of Delaware. The citizenship of each of Julian C. Baker and Felix J. Baker is the United States of America.
(d) Title of Class of Securities
Item 2(d) Title of Class of Securities: Common Stock, par value $0.01 per share (“Common Stock”)
(e) CUSIP Number
Item 2(e) CUSIP Number: 427746102
If this
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or (c), check whether the person filing is a: (a) Broker or dealer registered under Section 15 of the Exchange Act. (b) Bank as defined in section 3(a)(6) of the Exchange Act. (c) Insurance company as defined in section 3(a)(19) of the Exchange Act. (d) Investment company registered under section 8 of the Investment Company Act of 1940. (e) An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940. (j) Group, in accordance with Rule 13d-1(b)(1)(ii)(J). Item 4. Ownership: Items 5 through 9 and 11 of each of the cover pages to this Amendment No. 10 are incorporated herein by reference. Set forth below is the aggregate number of shares of Common Stock of the Issuer that may be acquired upon the conversion of the 1.5% senior unsecured convertible notes due May 26, 2026 (“Convertible Notes”) that are convertible by 667, L.P. (“667”) and Baker Brothers Life Sciences, L.P. (“Life Sciences”, and together with 667, the “Funds”), into 65.462 shares of Common Stock per $1,000 of par value held by each of the Funds, subject to the limitations on conversion described below. The information set forth below is based upon 150,072,640 shares of Common Stock outstanding as of November 10, 2023, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2023. Such percentage figures are calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934 (the “Exchange
Identification and Classification of Members of the Group
Item 8. Identification and Classification of Members of the Group: N/A
Notice of Dissolution of Group
Item 9. Notice of Dissolution of Group: N/A
Certification
Item 10. Certification: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 14, 2024 BAKER BROS. ADVISORS LP By: Baker Bros. Advisors (GP) LLC, its general partner By: /s/ Scott L. Lessing Name: Scott L. Lessing Title: President BAKER BROS. ADVISORS (GP) LLC By: /s/ Scott L. Lessing Name: Scott L. Lessing Title: President /s/ Julian C. Baker Julian C. Baker /s/ Felix J. Baker Felix J. Baker