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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0001104659-24-005645 0001472322 XXXXXXXX LIVE 2 Common Stock, par value $0.001 per share 03/31/2025 false 0001427925 00444T209 TALPHERA, INC. 1850 Gateway Drive Suite 175 San Mateo CA 94404 Taki Vasilakis (203) 308-4440 130 Main St. 2nd Floor New Canaan CT 06840 0001472322 N Nantahala Capital Management, LLC AF N MA 0.00 1992519.00 0.00 1992519.00 1992519.00 N 11.7 IA OO 0001775952 N Wilmot B. Harkey AF N X1 0.00 1992519.00 0.00 1992519.00 1992519.00 N 11.7 IN HC 0001775831 N Daniel Mack AF N X1 0.00 1992519.00 0.00 1992519.00 1992519.00 N 11.7 IN HC Common Stock, par value $0.001 per share TALPHERA, INC. 1850 Gateway Drive Suite 175 San Mateo CA 94404 This filing is Amendment No. 2 ("Amendment No. 2") to the Schedule 13D filed with the Securities and Exchange Commission on behalf of Nantahala Capital Management, LLC, a Massachusetts limited liability company ("Nantahala"), Mr. Wilmot B. Harkey and Mr. Daniel Mack, the principals of Nantahala, on January 23, 2024 (the "Original Schedule 13D"), with respect to the Common Stock, par value $0.001 per share (the "Common Stock"), of Talphera, Inc. (the "Issuer"), as previously amended on April 2, 2025. Nantahala and Messrs. Harkey and Mack are referred to herein as the "Reporting Persons." This Amendment No. 2 is filed solely for the purpose of attaching Exhibit 99.9. Except as specifically provided herein, this Amendment No. 2 does not modify any of the information reported in the Original Schedule 13D as previously amended, which, as amended further hereby, is referred to as the "Schedule 13D." The Reporting Persons have jointly filed this Schedule 13D pursuant to Rule 13d-1(k)(1). Item 7 is hereby amended by the addition of the following exhibits: Exhibit 99.9 Securities Purchase Agreement, dated January 31, 2025, by and among the Issuer and entities affiliated with Nantahala Management, LLC Nantahala Capital Management, LLC /s/ Taki Vasilakis Taki Vasilakis / Chief Compliance Officer 04/03/2025 Wilmot B. Harkey /s/ Wilmot B. Harkey Wilmot B. Harkey / Manager 04/03/2025 Daniel Mack /s/ Daniel Mack Daniel Mack / Manager 04/03/2025