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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K/A

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 4, 2025

 

Hepion Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-36856   46-2783806
(State or other jurisdiction of incorporation or organization)  

(Commission

File Number)

 

(IRS I

dentification No.)

 

55 Madison Ave., Suite 400-PMB# 4362

Morristown, NJ 07960

(Address of principal executive offices)

 

(732) 444-7077

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class:   Trading Symbol(s)   Name of each exchange on which registered:
Common Stock, par value $0.0001 per share   HEPA   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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. ☐

 

 

 

 

 

 

EXPLANATORY NOTE

 

This Amendment No. 1 to Current Report on Form 8-K (this “Amendment”) amends the Current Report on Form 8-K filed by Hepion Pharmaceuticals, Inc. (the “Company”) on March 4, 2025 (the “Original Form 8-K”), which disclosed the Company’s balance sheet as of January 31, 2025. At the time of the filing of the Original Form 8-K, the Company had not yet made a determination with respect to the accounting and valuation for the Series A and Series B warrants issued in the Company’s offering which closed on January 23, 2025. The Company is filing this Amendment to file an amended unaudited balance sheet as of January 31, 2025. No other changes have been made to the Original Form 8-K.

 

Item 8.01Other Events.

 

On March 4, 2025, Hepion Pharmaceuticals, Inc., a Delaware corporation (the “Company”), issued its unaudited balance sheet as of January 31, 2025 which has been furnished as Exhibit 99.1 to this Form 8-K.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

99.1 Amended Unaudited Balance Sheet as of January 31, 2025.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: April 4, 2025 Hepion Pharmaceuticals, Inc.
     
By: /s/ John Brancaccio
    John Brancaccio
    Interim Chief Executive Officer and Interim Chief Financial Officer

 

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