LoPriore and affiliates disclose 21.46% Hepion (HEPA) ownership stake

Rhea-AI Filing Summary

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.

Insights

Equity ownership and governance analyst

LoPriore and affiliates disclose a 21.46% investment stake in Hepion.

Vincent LoPriore, Hepion’s Executive Chairman, reports beneficial ownership of 6,250,000 shares, or 21.46% of the company’s common stock. This includes 5,000,000 shares held via Gravitas Capital LP and 1,250,000 shares held by the Invictus Capital Advisors Pension Plan.

The filing describes the holdings as acquired for investment purposes, with the possibility of additional purchases. As a Schedule 13D, it highlights a sizable insider-aligned position, but does not itself announce operational changes, transactions, or strategic plans beyond potential future share acquisitions.

Key Figures

LoPriore beneficial ownership: 6,250,000 shares (21.46%) Gravitas Capital holding: 5,000,000 shares (17.17%) Pension Plan holding: 1,250,000 shares (4.29%) +3 more

6 metrics

LoPriore beneficial ownership 6,250,000 shares (21.46%) Beneficial ownership of Hepion common stock

Gravitas Capital holding 5,000,000 shares (17.17%) Beneficial ownership via Gravitas Capital LP

Pension Plan holding 1,250,000 shares (4.29%) Beneficial ownership via Invictus Capital Advisors Pension Plan

Shares outstanding 29,119,317 shares Hepion common stock outstanding as of April 21, 2026

Aggregate purchase price <money>$250,000</money> Approximate cost of shares beneficially owned by reporting persons

Event date April 21, 2026 Date of event requiring Schedule 13D filing

Key Terms

beneficial ownership, Schedule 13D, voting power, dispositive power, +1 more

5 terms

beneficial ownership financial

"The percentage reported in row 13 above is calculated with a numerator of 6,250,000 shares beneficially owned by the reporting person"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Schedule 13D regulatory

"This Statement is being filed jointly on behalf of ... the "Reporting Persons""

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

voting power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power 0.00 8 | Shared Voting Power 5,000,000.00"

Voting power is the ability shareholders have to influence a company's major decisions—like electing the board, approving mergers, or changing corporate rules—based on the voting rights attached to the shares they hold. For investors it matters because greater voting power is like holding more keys to a building: it gives you a stronger say over management choices and the company’s strategy, which can affect future value and risk.

dispositive power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: | 9 | Sole Dispositive Power 0.00 10 | Shared Dispositive Power 5,000,000.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

pecuniary interests financial

"Each Reporting Person disclaims beneficial ownership of all securities reported in this Statement except to the extent of such Reporting Persons pecuniary interests therein"

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Hepion Pharmaceuticals, Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

426897401

(CUSIP Number)

Vincent LoPriore
c/o Hepion Pharmaceuticals, inc.,, 34 Shrewsbury Ave., Suite 1D
Red Bank, NJ, 07701
(732) 902-4000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

04/21/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 426897401

1

Name of reporting person

Gravitas Capital LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 5,000,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,000,000.00

11

Aggregate amount beneficially owned by each reporting person

5,000,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

17.17 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

(1) The percentage reported in row 13 above is calculated with a numerator of 5,000,000 shares beneficially owned by the reporting person and a denominator of 29,119,317 shares of Common Stock outstanding as of April 21, 2026.

SCHEDULE 13D

CUSIP Number(s): 426897401

1

Name of reporting person

Invictus Capital Advisors Pension Plan

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,250,000.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 1,250,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

1,250,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.29 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

(1) The percentage reported in row 13 above is calculated with a numerator of 1,250,000 shares beneficially owned by the reporting person and a denominator of 29,119,317 shares of Common Stock outstanding as of April 21, 2026.

SCHEDULE 13D

CUSIP Number(s): 426897401

1

Name of reporting person

Vincent LoPriore

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,250,000.00
8	Shared Voting Power 5,000,000.00
9	Sole Dispositive Power 1,250,000.00
10	Shared Dispositive Power 5,000,000.00

11

Aggregate amount beneficially owned by each reporting person

6,250,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

21.46 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) The percentage reported in row 13 above is calculated with a numerator of 6,250,000 shares beneficially owned by the reporting person and a denominator of 29,119,317 shares of Common Stock outstanding as of April 21, 2026. Vincent LoPriore is the Managing Member of Gravitas Capital LP and in such capacity has the right to vote and dispose of the 5,000,000 shares of Common Stock held by Gravitas Capital LP. Mr. LoPriore is the trustee and beneficiary of the Invictus Capital Advisors Pension Plan (the "Pension Plan") and in such capacity has the right to vote and dispose of the 1,250,000 shares of Common Stock held by the Pension Plan.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.0001 per share
(b)	Name of Issuer: Hepion Pharmaceuticals, Inc.
(c)	Address of Issuer's Principal Executive Offices: c/o Hepion Pharmaceuticals, Inc.,, 34 Shrewsbury Ave., Suite 1D, Red Bank, NEW JERSEY , 07701.
Item 2.	Identity and Background
(a)	This Statement is being filed jointly on behalf of (i) Vincent LoPriore (ii) Gravitas Capital LP and (iii) Invictus Capital Advisors Pension Plan (the "Pension Plan" and together with Gravitas Capital LP and Mr. LoPriore, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of all securities reported in this Statement except to the extent of such Reporting Persons pecuniary interests therein, other than those securities reported herein as being held directly by such Reporting Persons.
(b)	The business address of each of the Reporting Persons is 34 Shrewsbury Ave, Red Bank, NJ 07701.
(c)	Mr. LoPriore is the Executive Chairman of the Issuer. Vincent LoPriore is the Managing Member of Gravitas Capital LP. He is also the trustee and beneficiary of the Pension Plan.
(d)	No
(e)	No
(f)	Mr. LoPriore is a citizen of the United States of America. Gravitas Capital LP is a Delaware limited partnership. The Pension Plan is organized under the laws of the United States of America.
Item 3.	Source and Amount of Funds or Other Consideration
	The aggregate purchase price of the shares of Common Stock beneficially owned by each of the Reporting Person was approximately $250,000.00.
Item 4.	Purpose of Transaction
	The Common Stock owned by each of the Reporting Persons has been acquired for investment purposes. The Reporting Person may make further acquisitions of the Common Stock from time to time. Except for the foregoing, the Reporting Persons have no plans or proposals which relate to, or could result in, any of the matters referred to in Item 4 of Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	See responses to Items 11 and 13 on the cover pages for each Reporting Person.
(b)	See responses to Items 7, 8, 9 and 10 on the cover pages for each Reporting Person.
(c)	Not applicable.
(d)	Not applicable.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Other than as described herein, each of the Reporting Persons do not have any contracts, arrangements, understandings or relationships with respect to the securities of the Issuer.
Item 7.	Material to be Filed as Exhibits.
	Joint Filing Agreement dated May 1, 2026

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Gravitas Capital LP

Signature:	/s/ Vincent LoPriore
Name/Title:	Vincent LoPriore
Date:	05/01/2026

Invictus Capital Advisors Pension Plan

Signature:	/s/ Vincent LoPriore
Name/Title:	Vincent LoPriore/ Managing Member
Date:	05/01/2026

Vincent LoPriore

Signature:	/s/ Vincent LoPriore
Name/Title:	Vincent LoPriore/ Trustee
Date:	05/01/2026

FAQ

How many Hepion (HEPA) shares does Vincent LoPriore beneficially own?

Vincent LoPriore beneficially owns 6,250,000 Hepion shares, representing 21.46% of the company’s common stock. This total includes 5,000,000 shares held by Gravitas Capital LP and 1,250,000 shares held by the Invictus Capital Advisors Pension Plan.

What percentage of Hepion (HEPA) does Gravitas Capital LP hold?

Gravitas Capital LP beneficially owns 5,000,000 Hepion shares, equal to 17.17% of the common stock. These shares are reported as having shared voting and dispositive power, with Vincent LoPriore as Managing Member overseeing these holdings.

What is the Invictus Capital Advisors Pension Plan’s stake in Hepion (HEPA)?

The Invictus Capital Advisors Pension Plan holds 1,250,000 shares of Hepion common stock, or 4.29% of the company. Vincent LoPriore serves as trustee and beneficiary of the plan and has sole voting and dispositive power over these shares.

What total ownership percentage in Hepion (HEPA) is reported in this Schedule 13D?

The Schedule 13D reports that Vincent LoPriore beneficially owns 21.46% of Hepion’s common stock, or 6,250,000 shares. This percentage is based on 29,119,317 shares outstanding as of April 21, 2026, as stated in the filing.

Why did the reporting persons acquire Hepion (HEPA) shares according to the filing?

The filing states the Hepion shares were acquired for investment purposes. It notes that the reporting persons may make further acquisitions of common stock over time but currently disclose no additional specific plans or proposals relating to corporate actions at Hepion.

What was the aggregate purchase price for the Hepion (HEPA) shares reported?

The aggregate purchase price for the Hepion common stock beneficially owned by the reporting persons was approximately $250,000. This figure covers the combined holdings reported by Vincent LoPriore, Gravitas Capital LP, and the Invictus Capital Advisors Pension Plan.

How many Hepion (HEPA) shares were outstanding for the ownership calculations?

Ownership percentages are calculated using 29,119,317 Hepion common shares outstanding as of April 21, 2026. This denominator is used to derive the 17.17%, 4.29%, and 21.46% stakes disclosed for the respective reporting persons.