Item 5. Other Information
Item 5. Other Information.
Trading Arrangements
During the six months ended June 30, 2026, none of our directors or officers adopted , modified or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or any “non-Rule 10b5-1 trading arrangement” (as defined in Item 408(c) of Regulation S-K).
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Item 6. Exhibits.
Exhibit
Incorporated by Reference from Filings as Noted Below (Unless
Otherwise Indicated)
Number
Exhibit Description
Form
File No.
Exhibit
Filing Date
3.1
Third Amended and Restated Certificate of Incorporation
8-K
001-38365
3.1
January 29, 2018
3.1.1
Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation
8-K
001-38365
3.1.1
June 14, 2018
3.1.2
Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation
8-K
001-38365
3.1
June 14, 2024
3.1.3
Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation
8-K
001-38365
3.1
January 31, 2025
3.1.4
Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation
8-K
001-38365
3.1
July 2, 2025
3.1.5
Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation
8-K
001-38365
3.1
August 21, 2025
3.1.6
Amended and Restated Certificate of Designation of Series A Non-Voting Convertible Preferred Stock
10-K
001-38365
3.1.6
March 30, 2026
3.2
Third Amended and Restated Bylaws
8-K
001-38365
3.1
March 26, 2026
4.1
Amended and Restated Warrant to Purchase Common Stock
10-K
001-38365
4.13
March 30, 2026
10.1 ˄
Employment Agreement dated as of July 7, 2026, by and between Hyperion DeFi, Inc. and Hyunsu Jung
8-K
001-38365
10.1
July 8, 2026
10.2 ˄
Employment Agreement dated as of July 7, 2026, by and between Hyperion DeFi, Inc. and David Knox
8-K
001-38365
10.2
July 8, 2026
10.3 ˄
Employment Agreement dated as of July 7, 2026, by and between Hyperion DeFi, Inc. and Robert Rubenstein
8-K
001-38365
10.3
July 8, 2026
31.1
Certification of the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
—
—
—
Filed herewith
31.2
Certification of the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
—
—
—
Filed herewith
32.1*
Certification of the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
—
—
—
Filed herewith
32.2*
Certification of the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
—
—
—
Filed herewith
101.INS
Inline XBRL Instance Document
—
—
—
Filed herewith
101.SCH
Inline XBRL Taxonomy Extension Schema Document
—
—
—
Filed herewith
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
—
—
—
Filed herewith
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
—
—
—
Filed herewith
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101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
—
—
—
Filed herewith
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
—
—
—
Filed herewith
104
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document contained in Exhibit 101
—
—
—
Filed herewith
*
This certification is deemed not filed for purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933.
˄
Management contract or other compensatory plan.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
HYPERION DEFI, INC.
Date: August 12, 2026
By:
/s/ Hyunsu Jung
Hyunsu Jung
Chief Executive Officer
(Principal Executive Officer)
Date: August 12, 2026
By:
/s/ David Knox
David Knox
Chief Financial Officer
(Principal Financial and Accounting Officer)
52
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.