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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) ☑ ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31 , 2020 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36856 HEPION PHARMACEUTICALS HEPION PHARMACEUTICALS , INC . Delaware ( Exact Name of Registrant as Specified in Its Charter ) ( State or Other Jurisdiction of Incorporation or Organization ) 399 Thornall Street , First Floor Edison , New Jersey ( Address of Principal Executive Offices ) Registrant's telephone number , including area code : ( 732 ) 902-4000 Securities registered pursuant to Section 12 ( b ) of the Act : 46-2783806 ( I.R.S. Employer Identification No. ) 08837 ( Zip Code ) Title of each class Common Stock , par value $ 0.0001 per share Trading Symbol HEPA Name of each exchange on which registered The Nasdaq Capital Market Securities registered pursuant to Section 12 ( g ) of the Act : None No Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes □ No Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No □ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes No □ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S - K is not contained herein , and will not be contained , to the best of the registrant's knowledge , in definitive proxy or information statements incorporated by reference in Part III of this Form 10 - K or any amendment to this Form 10 - K . × Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , or a smaller reporting company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company " and " emerging growth company " in Rule 12b - 2 of the Exchange Act .: Large accelerated filer Non - accelerated filer Smaller reporting company Emerging growth company □ Accelerated filer 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 . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes □ No As of June 30 , 2020 ( the last business day of the registrant's most recently completed second fiscal quarter ) , the aggregate market value of the registrant's voting stock held by non - affiliates was approximately $ 25.6 million based on the last reported sale price of the registrant's common stock on June 30 , 2020 . The number of shares of the registrant's Common Stock outstanding as of March 24 , 2021 was 76,225,245 . Documents Incorporated by Reference : Parts of the registrant's Proxy Statement for the Registrant's 2021 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10 - K