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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 Form 10 - K ( Mark One ) ✔ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 or ■ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number : 001-33221 HERON THERAPEUTICS , INC . ( Exact name of registrant as specified in its charter ) DELAWARE ( State or other jurisdiction of incorporation or organization ) 4242 CAMPUS POINT COURT , SUITE 200 SAN DIEGO , CA ( Address of principal executive offices ) Title of each class Common Stock , par value $ 0.01 per ( I.R.S. Employer Identification No. ) Registrant's telephone number , including area code : ( 858 ) 251-4400 94-2875566 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) 92121 ( Zip Code ) Name of each exchange on which registered The Nasdaq Capital Market HRTX share Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes No Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § $ 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of “ large accelerated filer , ” “ accelerated filer , ” “ smaller reporting company , ” and “ emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer Accelerated filer Smaller reporting company Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . ■ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No The aggregate market value of voting and non - voting common stock held by non - affiliates of the registrant as of June 30 , 2020 totaled $ 1.3 billion based on the closing price of $ 14.71 as reported by The Nasdaq Capital Market . As of February 5 , 2021 , there were 91,396,509 shares of the Company's common stock ( $ 0.01 par value ) outstanding . Documents Incorporated by Reference Portions of the registrant's Definitive Proxy Statement related to its 2021 Annual Meeting of Stockholders ' to be held on or about June 17 , 2021 are incorporated by reference into Part III of this Annual Report on Form 10 - K . Such Definitive Proxy Statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates . Except as expressly incorporated by reference , the registrant's Definitive Proxy Statement shall not be deemed to be part of this report .