0001104659-24-041880.txt : 20240401 0001104659-24-041880.hdr.sgml : 20240401 20240401163046 ACCESSION NUMBER: 0001104659-24-041880 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231231 FILED AS OF DATE: 20240401 DATE AS OF CHANGE: 20240401 EFFECTIVENESS DATE: 20240401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hepion Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0001583771 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 462783806 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36856 FILM NUMBER: 24809857 BUSINESS ADDRESS: STREET 1: 399 THORNALL STREET STREET 2: FIRST FLOOR CITY: EDISON STATE: NJ ZIP: 08837 BUSINESS PHONE: 732-902-4000 MAIL ADDRESS: STREET 1: 399 THORNALL STREET STREET 2: FIRST FLOOR CITY: EDISON STATE: NJ ZIP: 08837 FORMER COMPANY: FORMER CONFORMED NAME: ContraVir Pharmaceuticals, Inc. DATE OF NAME CHANGE: 20130806 NT 10-K 1 tm2410303d1_nt10k.htm NT 10-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 12b-25

 

Commission File Number: 001-36856

 

NOTIFICATION OF LATE FILING

 

x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q
¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR  

 

For Period Ended: December 31, 2023

 

¨ Transition Report on Form 10-K ¨ Transition Report on Form 10-Q
¨ Transition Report on Form 20-F ¨ Transition Report on Form N-SAR
¨ Transition Report on Form 11-K  

 

For the Transition Period Ended: _______________________________________

 

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

 

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: _____________________________________________

 

PART I

REGISTRANT INFORMATION

 

Full name of registrant Hepion Pharmaceuticals, Inc.
Former name if applicable  
Address of principal executive office 399 Thornall Street, First Floor
City, state and zip code Edison, NJ 08837

 

 

 

 

 

 

PART II

RULE 12b-25 (b) AND (c)

 

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25 (b), the following should be completed. (Check box if appropriate.)

 

  (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
     
x  (b) The subject annual report, semi-annual report, transition report on Form 10-K, 20-F, 11-K or Form N-SAR or Form N-CSR, or portion thereof will be filed on or before the 15th calendar day following the prescribed due date or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
     
  (c) The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

 

PART III

NARRATIVE

 

State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F, 10-Q, N-SAR, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.

 

Hepion Pharmaceuticals, Inc. (the “Company”) is unable to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “Annual Report”) within the prescribed time period without unreasonable effort and expense. The Company currently expects to file the Annual Report by April 15, 2024, within the extension period of fifteen calendar days permitted under Rule 12b-25 of the Securities Exchange Act of 1934, as amended.

 

The Company dismissed its previous auditors and hired its new auditors in December 2023. The new auditors needed some time to begin the year end audit and this has contributed to a delay in the compilation, dissemination and audit of the financial information required to be presented in the Form 10-K for the year ended December 31, 2023. 

 

PART IV

OTHER INFORMATION

 

(1) Name and telephone number of person to contact in regard to this notification

 

John Cavan   (732)   902-4000
(Name)   (Area Code)   (Telephone Number)

  

(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s).

 

x Yes ¨ No

 

(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?

 

¨ Yes x No

 

If so: attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

 

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Hepion Pharmaceuticals, Inc.

(Name of Registrant as Specified in Charter)

 

Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

 

Dated: April 1, 2024

   /s/ John Cavan
  By: John Cavan
  Title: Chief Financial Officer

 

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