SecProbe.io

September 11, 2018
Stephen Hoffman
Chief Executive Officer
Aerpio Pharmaceuticals, Inc.
9987 Carver Road
Cincinnati, OH 45242
Re:Aerpio Pharmaceuticals, Inc.
Post-Effective Amendment No. 1 to Form S-1 on Form S-3
Filed August 31, 2018
File No. 333-217320
Dear Dr. Hoffman:
            We have reviewed your post-effective amendment and have the following comment.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this comment, we may have additional comments.
Post-Effective Amendment No. 1 to Form S-1 on Form S-3 Registration Statement filed August
31, 2018
General
1.We note that you included December 31, 2016 audited financial statements in the Form S-
1 declared effective July 23, 2017 and that this is the first post-effective amendment to the
registration statement.  We also note that you sought to add financial statements for the
year ended December 31, 2017 to your prospectus on May 25, 2018 without the filing of
the requisite post-effective amendment.  If an offering continues for more than nine
months, you are required to update your registration statement by post-effective
amendment if the information in the prospectus is more than 16 months old.  Please tell us
whether you engaged in the offer or sale of your securities between May 1, 2018

 FirstName LastNameStephen Hoffman
 Comapany NameAerpio Pharmaceuticals, Inc.
 September 11, 2018 Page 2
 FirstName LastName
Stephen Hoffman
Aerpio Pharmaceuticals, Inc.
September 11, 2018
Page 2
and the present.  Refer to Section 10(a)(3) of the Securities Act and Rule 427.  For
additional guidance, please refer to Questions 113.01 and 113.02 of the Securities Act
Forms Compliance and Disclosure Interpretations.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Please contact Irene Paik at 202-551-6553 or Erin Jaskot at 202-551-3442 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Healthcare & Insurance
cc:       Danielle Lauzon, Esq. - Goodwin Procter LLP