Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 10, 2013, the Compensation Committee of the Company's Board of Directors (the "Committee") granted year-end 2012 performance bonus for the Senior Management Team.

Upon analysis of publicly-traded Peer Group companies, the Committee observed that, for 2009, 2010 and 2011, Hemispherx' Officer Compensation Expense as compared to various Balance Sheet ratios were consistently less than that of the average of the Peer Group.

The Committee in light of pre-established individual and Company-wide goals and objectives, that included the continued productive interaction with the FDA concerning issues necessary for approval of Ampligen(R) for Chronic Fatigue Syndrome, evaluated the performance of each key executive in order to determine respective annual incentive opportunities considering base salary and fees, short and long-term incentive opportunity and any special/supplemental benefits or payments. Based upon all of the foregoing, the Committee determined that the following Performance Bonuses should be granted in 2012 to the following NEO, along with others:

1. At the rate of 25% of their respective 2012 year-end base compensation:

i. Dr. William Carter (Chairman, CEO, President & Chief Scientific Officer) for $241,906;

ii. Thomas Equels (Vice Chairman, Secretary & General Counsel) for $129,500;

iii. Charles Bernhardt (CFO & Chief Accounting Officer) for $58,275;

iv. Dr. David Strayer (Medical Director and Chief Medical Officer) for $68,008; and

2. At the rate of 20% of their respective 2012 year-end base compensation:

i. Dr. R. Christopher Cavalli (Vice President of Quality Control) for $37,351.