Hepion Pharm SEC Filings

Hepion Pharmaceuticals, Inc. director Danina Fisher filed an initial Form 3, which is the required statement of beneficial ownership for insiders. This filing lists Fisher as a director but shows no reported transactions or holdings data in the available summary fields.

Hepion Pharmaceuticals, Inc. reported that its Board of Directors appointed Danina Fisher and Gary S. Stetz, II as directors, effective July 1, 2026. This expands the company’s board and adds new oversight at the corporate level.

The filing notes there are no arrangements or understandings with other persons related to their selection, and no family relationships among the new directors and other company figures, except that Gary S. Stetz, II is the son of Interim Chief Executive Officer Gary Stetz.

Hepion Pharmaceuticals reported the results of its 2026 annual stockholder meeting. Stockholders elected five directors – Gary Stetz, Vincent LoPriore, Michael Purcell, Sireesh Appajosyula, and Chase LoPriore – each receiving about 13.2 to 13.5 million votes in favor, with relatively few withheld and 4.8 million broker non-votes.

Stockholders also ratified Grassi & Co., CPAs, P.C. as independent auditors for the year ending December 31, 2026, with 18,128,998 votes for and limited opposition. In a key compensation item, they approved an amendment to the 2023 Omnibus Equity Incentive Plan to increase the shares issuable under the plan to 8,000,000 from 200,000. As of April 28, 2026, there were 29,119,476 common shares outstanding, including shares issuable upon conversion of Series A Preferred Stock.

Hepion Pharmaceuticals, Inc. director LoPriore Chase filed an initial statement of beneficial ownership. The filing reports holdings of 1,250,000 shares of common stock, par value $0.0001 per share, held directly. This Form 3 reflects an existing ownership position rather than a new buy or sell transaction.

Hepion Pharmaceuticals reported a first-quarter 2026 net loss of $810,791, a sharp improvement from $6,105,887 a year earlier, driven mainly by lower general and administrative costs and a much smaller warrant-related fair value loss.

The company generated no revenue and remains pre-commercial. Operating expenses were $798,509, including $70,000 of research and development largely tied to a new Cirna Diagnostics liver-disease diagnostic license, which was expensed as in‑process R&D.

Cash was $2,602,580 at March 31, 2026, aided by a one‑time $1,000,000 refund from a prepaid insurance policy. Hepion subsequently raised $700,000 in an April 21 private placement of 17,500,000 common shares at $0.04 per share, with $250,000 recorded as a subscription liability at quarter‑end.

Management reports an accumulated deficit of $246,908,447 and concludes there is “substantial doubt” about the company’s ability to continue as a going concern without additional capital. The filing also discloses material weaknesses in internal controls and notes the March 16, 2026 resignation of the CEO, followed by a separation agreement providing cash and COBRA benefits.

Hepion Pharmaceuticals insider Vincent LoPriore and affiliated entities reported significant ownership of the company’s common stock. LoPriore beneficially owns 6,250,000 shares, equal to 21.46% of Hepion’s common stock, including 5,000,000 shares held through Gravitas Capital LP and 1,250,000 shares held by the Invictus Capital Advisors Pension Plan.

The filing states these shares were acquired for investment purposes for an aggregate purchase price of approximately $250,000. The reporting persons note they may acquire additional shares over time but currently have no other specific plans regarding corporate actions at Hepion.

Hepion Pharmaceuticals is calling an annual shareholder meeting on June 17, 2026 to elect five directors, ratify its auditor and significantly expand its equity incentive plan. Shareholders are asked to increase the 2023 Omnibus Equity Incentive Plan reserve to 8,000,000 shares, up from 200,000, an increase of 7,800,000 shares. The company notes this would equal about 21.5% of basic shares outstanding and 19.7% on a fully diluted basis as of April 28, 2026. The proxy outlines governance practices, board and committee structure, director biographies, executive pay for 2024–2025, and a proposal to ratify Grassi & Co., CPAs, P.C. as independent auditor for 2026.

Hepion Pharmaceuticals director Michael J. Purcell bought 1,250,000 shares of common stock in an open-market purchase. He paid $0.04 per share, for a total of about $50,000. Following this transaction, he directly owns 1,250,000 Hepion Pharmaceuticals common shares.

Hepion Pharmaceuticals, Inc. reported insider-related buying of its common stock. Entities associated with Executive Chairman and 10% owner Vincent S. LoPriore completed open-market purchases at $0.04 per share on April 21, 2026.

Invictus Capital Advisors Pension Plan bought 1,250,000 shares, bringing its holdings to 6,250,000 shares, while Gravitas Capital LP bought 5,000,000 shares, resulting in 5,000,000 shares held. Footnotes state Mr. LoPriore has voting and investment power over both entities’ positions.