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Femasys Inc. 8-K Filings

FEMY NASDAQ

Every 8-K that Femasys Inc. (FEMY) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow FEMY and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FEMY filings page.

Rhea-AI Summary

Femasys Inc. reported results for the quarter and six months ended June 30, 2026 while highlighting a recently completed $30 million private placement that, together with restored Nasdaq compliance, is described as strengthening the foundation for its U.S. commercial strategy for the FemaSeed fertility portfolio and advancement of the FemBloc clinical and regulatory program toward potential U.S. approval.

For the quarter, sales were $331,827 with cost of sales of $142,436 and total operating expenses of $5,255,265, leading to a loss from operations of $5,065,874. Including fair value gains on warrant and conversion option liabilities, net loss for the quarter was $4,469,095. For the six months ended June 30, 2026, net loss narrowed to $3,622,995 compared with $10,482,761 in the prior-year period, despite similar operating losses.

On the balance sheet at June 30, 2026, cash and cash equivalents were $1,443,502, total assets were $12,289,582, total liabilities were $8,258,635 and stockholders’ equity was $4,030,947. The company continues to advance commercialization of FemaSeed and the FemBloc FINALE pivotal trial, supported by prior regulatory approvals for FemBloc in Europe, the UK and New Zealand.

Rhea-AI Summary

Femasys Inc. entered into a private placement with accredited investors to sell 5,013,559 shares of common stock, pre-funded warrants for 4,361,440 shares, and warrants for 18,749,998 shares at a purchase price of $3.20 per share (or $3.1999 per pre-funded warrant), for expected gross proceeds of approximately $30.0 million before expenses.

Pre-funded warrants are exercisable at $0.0001 per share with no expiration other than full exercise. Common and milestone warrants have a $2.95 exercise price and three-year terms, with milestone warrants exercisable only if the company achieves both $1,500,000 in U.S. revenue in any fiscal quarter and a volume-weighted average price at least 130% of the exercise price for 20 of 30 trading days. Exercise is capped at 4.99% or 9.99% beneficial ownership.

Nantahala Capital Management, as lead investor, obtained rights to designate up to two board members and one non-voting observer, subject to ownership thresholds, lasting up to ten years. Five company executives invested about $134,000 on the same terms. The securities are unregistered and rely on Section 4(a)(2) and Rule 506 of Regulation D, with agreed resale registration to be filed after closing. A prior lender terminated its separate board and observer nomination rights.

Rhea-AI Summary

Femasys Inc. held its Annual Meeting of Stockholders, where holders of 1,487,447 shares of common stock, representing approximately 49.26% of shares eligible to vote, were present in person virtually or by proxy. All vote totals were adjusted for the 1-for-20 reverse stock split effective June 5, 2026.

Stockholders elected Charles Larsen and Kenneth Eichenbaum as Class II directors for three-year terms ending at the 2029 annual meeting, each receiving substantially more votes for than against. Stockholders also ratified the appointment of KPMG LLP as the independent registered accounting firm for the fiscal year ending December 31, 2026 by a wide margin.

Rhea-AI Summary

Femasys Inc. has regained compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market. The company achieved this after a 1-for-20 reverse stock split of its common stock became effective on June 5, 2026, and its closing bid price stayed at or above $1.00 for 10 consecutive business days. Nasdaq has confirmed that the compliance matter is now closed. Femasys continues to focus on commercializing its fertility and non-surgical permanent birth control products and advancing clinical development of FemBloc.

Rhea-AI Summary

Femasys Inc. implemented a 1-for-20 reverse stock split of its common stock, effective at 8:40 a.m. Eastern Time on June 5, 2026. Every 20 issued and outstanding shares were automatically combined into one share, with no change to the $0.001 par value.

The split applies to all outstanding shares and proportionately adjusts stock options, RSUs and warrants by reducing underlying share counts and increasing exercise prices. Shares reserved under the equity compensation plan were also reduced proportionately. Fractional shares will not be issued and will instead be rounded up to the next whole share at the DTC participant level.

The reverse split affects all stockholders proportionately, so percentage ownership is unchanged apart from minor effects from fractional share rounding. Femasys common stock will begin trading on The Nasdaq Capital Market on a split-adjusted basis on June 8, 2026, under a new CUSIP number 31447E 204.

Rhea-AI Summary

Femasys Inc. will implement a 1-for-20 reverse stock split of its common stock, effective at 4:30 p.m. Eastern Time on June 5, 2026. Each 20 pre-split shares will be combined into one share, and no cash will be paid for fractional shares, which will be rounded up to the next whole share at the DTC participant level.

The split-adjusted shares will begin trading on June 8, 2026 under the same ticker symbol “FEMY,” but with a new CUSIP number, 31447E 204. Stockholders of record will receive updated account details from the company’s transfer agent, Broadridge Investor Communication Solutions, Inc.

Rhea-AI Summary

Femasys Inc. filed an 8-K to share an updated corporate presentation outlining its women’s reproductive health portfolio and growth strategy. The slide deck highlights FDA-cleared and internationally approved products, including FemaSeed for in-office fertility treatment and FemBloc, a non-surgical permanent birth control now in a U.S. pivotal trial.

The company emphasizes a large unmet fertility and contraception market, noting record-low U.S. fertility rates and limited innovation in first-line care. It presents clinical data showing FemaSeed achieved about double the pregnancy rate of intrauterine insemination in a trial, and early FemBloc data showing a 0% pregnancy rate versus historical surgical controls, along with favorable in-office economics for OB/GYN practices.

Rhea-AI Summary

Femasys Inc. reported financial results for the quarter ended March 31, 2026 and provided a corporate update. Sales were $424,889, up from $341,264 a year earlier, while loss from operations narrowed to $4,223,533 from $5,460,607.

Benefiting from fair value adjustments to its conversion option and warrant liabilities, the company recorded net income of $846,100, versus a prior-year net loss of $5,896,839. Cash and cash equivalents were $5,386,041 as of March 31, 2026, and management believes current cash resources can fund operations into the third quarter of 2026.

Commercially, Femasys is accelerating rollout of FemaSeed intratubal insemination with its FemSperm product family, enabling in-office fertility care. Clinically, it has initiated patient enrollment in the FINALE pivotal trial for FemBloc non-surgical permanent birth control, a key step toward potential U.S. FDA approval.

Rhea-AI Summary

Femasys Inc. held a Special Meeting where stockholders approved two key measures. First, they authorized the board to implement a reverse stock split of the common stock at any ratio between 1-for-2 and 1-for-25 at any time before May 1, 2027, giving the board flexibility to reduce the number of shares outstanding. Second, they approved, for Nasdaq rule purposes, issuing more than 19.99% of the company’s common stock upon conversion of senior secured convertible notes and exercise of multiple warrant series if anti-dilution or price adjustments push conversion or exercise prices below the Nasdaq Minimum Price.

Rhea-AI Summary

Femasys Inc. appointed John Canning as Chief Operating Officer, effective March 30, 2026, and entered into an employment agreement outlining his compensation and equity incentives. He brings more than 25 years of medical device leadership experience from Terumo Aortic, Bolton Medical, and Medtronic.

Mr. Canning will receive a $450,000 annual base salary and a target annual bonus equal to 40% of base salary. As a material inducement to join Femasys under Nasdaq Listing Rule 5635(c)(4), he was granted a nonstatutory option to purchase 150,000 shares, vesting over four years, with the exercise price set at the Nasdaq closing price on the March 30, 2026 grant date. If terminated without cause or he resigns for good reason, he is entitled to nine months of salary continuation, unpaid prior-year bonus, and subsidized COBRA premiums, subject to a release of claims.

Rhea-AI Summary

Femasys Inc. reported 2025 results showing growing sales but continued losses while advancing its women’s health portfolio. Sales for the year ended December 31, 2025 rose to $2.29 million from $1.63 million, driven by its fertility and non-surgical permanent birth control products.

Net loss was $18.63 million, slightly better than $18.82 million in 2024, with operating expenses of $19.01 million. Cash and cash equivalents increased to $9.27 million, and the company believes this will fund operations into the third quarter of 2026.

Strategically, Femasys is expanding U.S. commercialization of its FemaSeed intratubal insemination product alongside the FemSperm sperm preparation line, while advancing FemBloc non-surgical permanent birth control through enrollment in the FINALE pivotal trial, a key step toward potential U.S. FDA approval, following prior approvals in Europe, the UK and New Zealand.

Rhea-AI Summary

Femasys Inc. entered into an Omnibus Amendment and Consent Agreement with requisite note and warrant holders to remove the Share Combination Event Adjustment from its senior secured convertible notes and related warrants, effective December 31, 2025. As consideration, the company is issuing an aggregate 16,378,563 unregistered Series D-1 warrants, each exercisable at $0.58 per share, to accredited investors in a private offering under Section 4(a)(2) of the Securities Act.

The Series D-1 warrants give holders the right to acquire the same number of common shares as under their existing Series A-1 warrants. Separately, director Joshua Silverman resigned, stating his decision was not due to any dispute or disagreement with the company. The Board appointed Kenneth D. Eichenbaum, M.D., M.S.E. as a new independent Class II director under a nomination right held by Pointillist Global Macro Series of Pointillist Partners LLC, with his term running to the 2026 annual meeting.

Rhea-AI Summary

Femasys Inc. reported that Nasdaq has granted the company a 180-day extension, until July 13, 2026, to regain compliance with Nasdaq’s minimum bid price requirement, which calls for its common stock to close at or above $1.00 per share for at least ten consecutive business days. The company had previously fallen out of compliance after its share price stayed below $1.00 for 30 consecutive business days. In support of its extension request, Femasys indicated it had more than $5 million in stockholders’ equity as of December 31, 2025 and informed Nasdaq of its intention to cure the deficiency, including potentially effecting a reverse stock split if needed. Femasys plans to continue monitoring its share price and consider available options to regain and maintain compliance with the listing standards.

Rhea-AI Summary

Femasys Inc. reported that it has secured U.S. FDA clearance for its next-generation FemVue diagnostic device. This clearance means the updated FemVue system has met the agency’s requirements for marketing in the United States. The company disclosed the news through a press release, which is included as an exhibit to this report.

The FemVue device is described as a diagnostic product, and the clearance relates specifically to its next-generation version. While no financial figures or commercial details are provided here, obtaining FDA clearance is often an important regulatory milestone for a medical device company, as it allows the cleared product version to be offered to healthcare providers in the U.S.

Rhea-AI Summary

Femasys Inc. (FEMY) reported that it announced financial results for the quarter ended September 30, 2025 and provided a corporate update.

The company furnished a related press release as Exhibit 99.1. The information furnished, including Exhibit 99.1, is not deemed filed under the Exchange Act.

Rhea-AI Summary

Femasys Inc. filed a Form 8-K reporting a business update and furnished a press release titled “Femasys Advances Global Growth with Second Partner Order for FemBloc in Europe.”

The disclosure indicates expanding commercial activity for FemBloc through a partner order in the European market. The press release is included as Exhibit 99.1 and is dated November 10, 2025.

Rhea-AI Summary

Femasys Inc. announced a private placement of senior secured convertible notes and accompanying warrants for expected aggregate gross proceeds of $12 million, closing in two tranches on November 7 and November 26, 2025, subject to customary conditions.

The notes carry 8.50% annual interest paid in kind, mature in ten years, and are initially convertible at $0.73 per share. Warrants are split across series with exercise prices of $0.81, $0.92, and $1.10 per share, with certain series expiring earlier if specified commercial or regulatory milestones are publicly disclosed. The company plans to use net proceeds to repay senior convertible notes issued in November 2023 no later than their stated maturity, and for working capital and general corporate purposes.

The financing is secured by substantially all assets. A 19.99% issuance cap applies absent stockholder approval, which the company intends to seek. Registration rights require filing a resale registration for 100% of conversion and warrant shares within six months of the first closing. Insiders purchased approximately $100,000 on the same terms. The lead lender receives a board nomination right subject to ownership and time-based fall-away and agreed to a standstill, including a 30% beneficial ownership cap.

Rhea-AI Summary

Femasys Inc. (FEMY) announced FDA approval to advance the final FemBloc trial phase and a financing of $12 million, with potential to reach $58 million. The company disclosed these developments via a press release furnished as an exhibit. FDA clearance to proceed in the trial process is a key step toward generating pivotal clinical data for FemBloc, while the financing provides added capital to support program execution.

The announcement pairs a regulatory milestone with near-term funding. The $12 million financing, and the stated potential to reach $58 million, signal additional resources that can help sustain clinical progress and operations as the FemBloc program advances.

Rhea-AI Summary

Femasys Inc. updated its Nasdaq listing status. The company previously fell below Nasdaq’s $35.0 million Market Value of Listed Securities threshold, but now believes it satisfies an alternative standard. Based on pro forma data reflecting its underwritten offering and subsequent warrant exercises, Femasys estimates stockholders’ equity was approximately $5.2 million as of October 15, 2025, exceeding Nasdaq’s $2.5 million minimum for continued listing.

Nasdaq will continue to monitor compliance. If the next periodic report does not evidence the stockholders’ equity requirement, the company may be subject to delisting. The earlier financing included common stock, pre-funded warrants and warrants with gross proceeds of $8.0 million.

Rhea-AI Summary

Femasys Inc. (FEMY) announced the planned retirement of Chief Operating Officer Daniel Currie, effective December 15, 2025. He will continue in his current role until his departure.

Carrie’s retirement follows more than 20 years with the company, having joined in March 2004, and is attributed to personal health considerations and a desire to focus on family. In connection with the transition, the company and Mr. Currie entered into a Separation and General Release Agreement on October 16, 2025, filed as Exhibit 10.1. Femasys expressed appreciation for his leadership and service.

Rhea-AI Summary

Femasys Inc. reported in a Current Report on Form 8-K that on August 20, 2025 it issued a press release announcing that the company has secured UK regulatory approval for FemBloc Permanent Birth Control. The filing states the press release is furnished as Exhibit 99.1 and is incorporated by reference into the report. The 8-K does not include further operational, commercial or financial details within the filing text provided.

Rhea-AI Summary

Femasys Inc. announced its financial results for the quarter ended June 30, 2025 and provided a corporate update. The company furnished a press release as Exhibit 99.1 to this Current Report; the text states the release is being furnished, not "filed," under the Exchange Act and therefore is not subject to Section 18 liability or automatically incorporated by reference into other filings. This 8-K text does not include financial figures or operating metrics; readers must consult Exhibit 99.1 for the detailed results and corporate update. The filing identifies the company as an emerging growth company and shows its Nasdaq ticker as FEMY.

Rhea-AI Summary

Femasys Inc. (Nasdaq: FEMY) filed a Form 8-K to disclose a material event under Item 8.01 (Other Events).

  • On July 1, 2025, the Company issued a press release (Exhibit 99.1) announcing that it has obtained regulatory approvals in Australia and New Zealand for two products:
    • FemaSeed for first-line infertility treatment
    • FemVue diagnostic system
  • No financial results, transaction details, or forward-looking guidance were included in the filing.
  • The disclosure is limited to the announcement; the full press release is incorporated by reference but not reproduced in the 8-K.

The Company indicates it remains an emerging growth company.

Rhea-AI Summary

Femasys (NASDAQ: FEMY) held its Annual Meeting of Stockholders on June 25, 2025, with 59.41% of eligible shares represented. Three key proposals were voted on:

  • Director Elections: Two Class I directors were elected for three-year terms through 2028: - Alistair Milnes (4.88M votes for, 941K against) - Edward Uzialko (4.95M votes for, 876K against)
  • Equity Incentive Plan Amendment: Stockholders approved increasing authorized shares under the 2021 Plan by 3 million shares (4.26M votes for, 1.58M against)
  • Auditor Appointment: KPMG LLP was ratified as independent auditor for FY2025 with overwhelming support (16.10M votes for, 80K against)

The company, listed as an emerging growth company, has elected not to use extended transition periods for new accounting standards compliance.

Rhea-AI Summary

Femasys Inc. (NASDAQ:FEMY) filed an 8-K announcing a historic milestone with the European approval of FemBloc, their first non-surgical permanent birth control solution. This marks a significant regulatory achievement for the emerging growth company, potentially opening up the European market for their innovative medical device. The announcement was made via press release on June 25, 2025, representing a major development in the company's women's healthcare portfolio.