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Hepion Pharmaceuticals appointed Dr. Kaouthar Lbiati as Chief Executive Officer effective January 8, 2026, under a new employment agreement. She will receive an annual base salary of $350,000 and is eligible for an annual discretionary cash bonus targeted at 35% of base salary, based on goals set by the Board. Of the base salary, $50,000 is deferred and paid in cash only upon a qualifying equity financing of at least $3,000,000, certain termination events, or a change of control.
If a change of control occurs with an enterprise value of at least $5,000,000, Dr. Lbiati earns a bonus equal to 3.0% of that value. The agreement provides severance of six months of base compensation, benefits, and a pro-rated bonus if she is terminated without cause or resigns for good reason, along with full vesting of time-based equity awards. Additional protections apply in connection with death, disability, and specified change-of-control related terminations, including accelerated vesting and extended exercise periods for equity awards.
Hepion Pharmaceuticals (HEPA) filed its Q3 2025 10‑Q, showing a continued business pivot from liver drug development to medical diagnostics. The company reported a Q3 net loss of $472,506 and a nine‑month net loss of $7,620,965. Operating expenses fell sharply as research and development dropped to zero for the quarter, while general and administrative expense was $527,902.
Cash was $2,321,078 at September 30, 2025, with total liabilities of $415,808 and stockholders’ equity of $3,324,432. Management states there is substantial doubt about the company’s ability to continue as a going concern without additional capital. Shares outstanding were 11,620,317 as of November 12, 2025.
Hepion in‑licensed diagnostic tests from New Day Diagnostics on May 9, 2025, paying $525,000 cash and $270,629 in stock, with up to $17.15 million in potential milestones; it recorded a $402,746 impairment. On May 26, 2025, it sold all rencofilstat assets to Panetta Partners for a nominal amount, with CVRs tied to future FDA approval and sales milestones. Earlier, the company raised approximately $9.0 million (January 23, 2025), repaid $2.9 million notes, effected a 1‑for‑50 reverse split, and transitioned trading to OTCQB after Nasdaq delisting.