8-K: Hepion Pharmaceuticals Changes Auditors Amid Going Concern Doubts

Hepion Pharmaceuticals, Inc. has dismissed its independent registered public accounting firm, Grassi & Co., CPAs, P.C., and engaged Rosenberg Rich Baker Berman P.A. as its new auditor.

Summary

• Hepion Pharmaceuticals, Inc. (the Company) has changed its independent registered public accounting firm.
• The Audit Committee of the Board of Directors approved the dismissal of Grassi & Co., CPAs, P.C. (Grassi) on September 21, 2026.
• Rosenberg Rich Baker Berman P.A. (RRBB) has been engaged as the new independent registered public accounting firm for the fiscal year ending December 31, 2026.
• Grassi's report on the Company's financial statements for the years ended December 31, 2025 and 2024, included an explanatory paragraph noting substantial doubt about the Company's ability to continue as a going concern due to significant operating losses and negative cash flows.
• There were no disagreements between the Company and Grassi on accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
• The Company has not consulted with RRBB prior to the engagement regarding any accounting or auditing issues.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a negative development due to the change in auditors, especially given the prior auditor's concerns about the company's ability to continue as a going concern.

Positives

• The company has proactively addressed its auditor situation by engaging a new firm.
• There were no disagreements with the former auditor regarding accounting principles or practices.

Negatives

• The previous auditor, Grassi & Co., CPAs, P.C., expressed substantial doubt about Hepion Pharmaceuticals' ability to continue as a going concern.
• This doubt stems from significant operating losses and negative cash flows from operations since inception.
• The company has experienced material weaknesses in its internal control over financial reporting, as noted in previous filings.

Risks

• The company's ability to continue as a going concern remains a significant risk, as highlighted by the previous auditor.
• Material weaknesses in internal control over financial reporting could lead to future financial misstatements or operational inefficiencies.

Future Outlook

The filing does not contain specific forward-looking statements or guidance. The engagement of a new auditor for the year ending December 31, 2026, is noted.

Management Comments

• The Audit Committee of the Board of Directors of Hepion Pharmaceuticals, Inc. approved the dismissal of Grassi & Co., CPAs, P.C. and the engagement of Rosenberg Rich Baker Berman P.A.

Industry Context

StockSavvy.ai notes that auditor changes, particularly when accompanied by going concern warnings from the outgoing auditor, can signal underlying financial distress or a strategic shift in how the company intends to address its financial challenges. This is a common concern in the biotechnology and pharmaceutical sectors, which often face long development cycles and significant capital requirements.

Corporate Governance

Stakeholder Impact

• Shareholders: The change in auditors, coupled with the previous auditor's going concern opinion, may increase investor uncertainty and potentially impact stock price.
• Creditors: The going concern issue raises concerns about the company's ability to meet its financial obligations.

Next Steps

• Rosenberg Rich Baker Berman P.A. will audit the Company's consolidated financial statements for the year ended December 31, 2026.
• The company will continue to address material weaknesses in its internal control over financial reporting.

Key Dates

Recommendation

The change in auditors, especially with the prior auditor's going concern statement, introduces significant uncertainty. While there were no disagreements on accounting principles, the underlying financial health concerns highlighted by the previous auditor warrant caution. A 'hold' recommendation is appropriate until the new auditor's report and the company's financial stability become clearer.

Keywords

Auditor Change, Going Concern, Internal Controls, Financial Reporting, Hepion Pharmaceuticals