COMPOUNDS

1 - 28 . (canceled)

29 . A compound of Formula (II-3) or a pharmaceutically acceptable salt thereof:

wherein

R 1 and R 2 together with the nitrogen and carbon to which they are attached form a 5-membered saturated heterocyclic ring, which ring

optionally contains one or two additional heteroatom ring member independently selected from the group consisting of N, O, C(O), S, S(O), and S(O) 2 , and

is optionally substituted with one or more substituents independently selected from the group consisting of OH, halo, NR 1a R 1b , COOH, and —Y—R c , wherein

Y is absent or is selected from the group consisting of C(O), S(O) 2 , —C(O)—C(O)—, and CH 2 , and

R c is selected from the group consisting of

C 1-5 alkyl optionally substituted with one or more substituents independently selected from the group consisting of NR 2a R 2b , C 3-6 cycloalkyl, and —COOH,

C 1-3 haloalkyl,

C 1-3 alkoxyl,

NR 3a R 3b ,

—(CH 2 ) p —C(O)—O—C 1-3 alkyl, wherein p is 1, 2, or 3 and the —(CH 2 ) p — is optionally substituted by one or more methyl,

—(CH 2 ) q —C 3-6 cycloalkyl wherein q is 1, 2, or 3, the cycloalkyl is optionally substituted with NR 4a R 4b , and the —(CH 2 ) q — is optionally substituted by one or more methyl, and

heterocyclyl optionally substituted with one or more substituents independently selected from the group consisting of halo and NR 5a R 5b ,

wherein R 1a , R 1b , R 2a , R 2b , R 3a , R 3b , R 4a , R 4b , R 5a , and R 5b are independently H or C 1-3 alkyl; and

R 3 is H;

each occurrence of R 4 is independently H or D;

X is absent or is selected from the group consisting of

—O—,

—NH—, and

—N(C 1-3 alkyl)-,

n is 1 or 2; or

X is —O—CH 2 -bicyclo[1.1.1]pentanyl-CH 2 —O— and n is 0;

A is unsubstituted thiophenyl, or

A is

 wherein

R 5 and R 9 are independently H or halo,

Z′ is N or CR 6 ,

Z is N or CR 8 ,

wherein R 6 and R 8 are independently selected from the group consisting of H, CN, halo, C 1-3 alkyl, C 1-3 haloalkyl, —S(O) 2 —C 1-3 alkyl and —S(O)—C 1-3 alkyl, and

V is CR 7 , wherein R 7 is -Q-(CH 2 ) m —W, wherein

Q is O, N, or CH 2 ,

m is 0 or 1, and

W is 6 membered heteroaryl, wherein the 6 membered heteroaryl is pyridinyl, and wherein said heteroaryl is optionally substituted with one or more substituents independently selected from the group consisting of C 1-3 haloalkyl, CN, halo and C 1-5 alkyl.

30 . The compound or a pharmaceutically acceptable salt thereof according to claim 29 , wherein

R 1 and R 2 together with the nitrogen and carbon to which they are attached form a 5-membered saturated heterocyclic ring, which ring is optionally substituted with one or more substituents independently selected from the group consisting of OH, halo, NR 1a R 1b , and COOH, and wherein R 1a and R 1b are independently H or C 1-3 alkyl; and

R 3 is H;

each occurrence of R 4 is H;

X is absent or is selected from the group consisting of

—O—,

—NH—, and

—N(C 1-3 alkyl)-,

n is 1 or 2; or

X is —O—CH 2 -bicyclo[1.1.1]pentanyl-CH 2 —O— and n is 0;

A is

wherein

R 5 and R 9 are independently H or halo,

Z′ is N or CR 6 ,

Z is N or CR 8 ,

wherein R 6 and R 8 are independently selected from the group consisting of H, CN, halo, C 1-3 alkyl, C 1-3 haloalkyl, —S(O) 2 —C 1-3 alkyl and —S(O)—C 1-3 alkyl, and

V is CR 7 , wherein R 7 is -Q-(CH 2 ) m —W, wherein

Q is O, N, or CH 2 ,

m is 0 or 1, and

W is 6 membered heteroaryl, wherein the 6 membered heteroaryl is pyridinyl, and wherein said heteroaryl is optionally substituted with one or more substituents independently selected from the group consisting of C 1-3 haloalkyl, CN, halo and C 1-5 alkyl.

31 . The compound or a pharmaceutically acceptable salt thereof according to claim 30 , wherein R 1 and R 2 together with the nitrogen and carbon to which they are attached form a 5-membered saturated heterocyclic ring, which ring is optionally substituted with one or more OH groups.

32 . The compound or a pharmaceutically acceptable salt thereof according to claim 31 , wherein X is —O— and n is 1.

33 . The compound or a pharmaceutically acceptable salt thereof according to claim 32 , wherein A is

wherein

R 5 and R 9 are each H,

Z′ is N or CR 6 ,

Z is N or CR 8 ,

wherein R 6 and R 8 are each halo, and

V is CR 7 , wherein R 7 is -Q-(CH 2 ) m —W, wherein

Q is O, N, or CH 2 ,

m is 0 or 1, and

W is 6 membered heteroaryl, wherein the 6 membered heteroaryl is pyridinyl, and wherein said heteroaryl is optionally substituted with one or more substituents independently selected from the group consisting of C 1-3 haloalkyl, CN, halo and C 1-5 alkyl.

34 . The compound or a pharmaceutically acceptable salt thereof according to claim 33 , wherein R 6 and R 8 are each F, and

V is CR 7 , wherein R 7 is -Q-(CH 2 ) m —W, wherein

Q is O,

m is 0, and

W is pyridinyl, wherein said pyridinyl is optionally substituted with C 1-3 haloalkyl.

35 . The compound or a pharmaceutically acceptable salt thereof according to claim 29 , wherein the compound has the following structure:

wherein

L1, L2, and L3 are each independently H or OH;

R 3 is H;

R 5 , R 6 , R 8 , and Rº are each independently H or F; and

W 1 is 6 membered heteroaryl, wherein the 6 membered heteroaryl is pyridinyl, and wherein said heteroaryl is optionally substituted with one or more substituents independently selected from the group consisting of C 1-3 haloalkyl, CN, halo and C 1-5 alkyl.

36 . The compound or a pharmaceutically acceptable salt thereof according to claim 29 , wherein the compound is

37 . The compound or a pharmaceutically acceptable salt thereof according to claim 29 , wherein the compound is

38 . The compound or a pharmaceutically acceptable salt thereof according to claim 29 , wherein the compound is

39 . A pharmaceutical composition comprising a compound or a pharmaceutically acceptable salt thereof according to claim 29 , and a pharmaceutically acceptable excipient.

40 . A method for treating neurodegeneration disease in a subject in need thereof comprising administering to the subject a therapeutically effective amount of a compound or a pharmaceutically acceptable salt thereof according to claim 29 .

41 . The method according to claim 40 , wherein the neurodegeneration disease is Alzheimer's disease.

42 . The method according to claim 40 , wherein the subject is a human.

43 . A method for treating atherosclerosis in a subject in need thereof comprising administering to the subject a therapeutically effective amount of a compound or a pharmaceutically acceptable salt thereof according to claim 29 .