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Biotech Femasys (NASDAQ: FEMY) raises $30M in private round

(Neutral)
(Neutral)
Form Type
D

Rhea-AI Filing Summary

FEMASYS INC (FEMY), a Delaware biotechnology corporation, filed a Form D for a Regulation D exempt offering under Rule 506(b). The notice relates to a new offering of equity and options, warrants or other rights to acquire securities, with the date of first sale reported as August 10, 2026.

The company reports a total amount sold of $30,000,000 USD and a total remaining to be sold of $0 USD, indicating the offering is fully subscribed at this level. No finders' fees are reported. FEMASYS classifies itself within the health care – biotechnology industry and declines to disclose its revenue range.

Positive

  • None.

Negative

  • None.

Filing Explained

The notice leaves share counts, dilution or conversion mechanics, and the planned use of the offering proceeds undisclosed, so it does not establish the offering’s ownership effect or spending plan.

Total Amount Sold $30,000,000 USD Exempt offering under Regulation D, Rule 506(b)
Total Remaining to be Sold $0 USD Exempt offering under Regulation D, Rule 506(b)
Date of First Sale August 10, 2026 New notice of exempt offering of securities
Exemption Relied Upon Rule 506(b) Regulation D exempt offering
Issuer Phone Number 770-500-3910 Principal place of business contact information
Form D regulatory
"FORM D Notice of Exempt Offering of Securities"
Form D is a short notice filed with the U.S. Securities and Exchange Commission when a company raises money using a private offering exemption instead of a full public registration. Think of it as a public receipt that lists basic facts about the fundraiser—amount sought, how much has been sold, and who the issuer is—without the full audited disclosures of a public offering. Investors use it to spot private financings, assess potential dilution or fundraising activity, and find contact information, but it is not a substitute for detailed due diligence.
Rule 506(b) regulatory
"Rule 506(b) | Rule 506(c) | Securities Act Section 4(a)(5)"
Rule 506(b) is a U.S. securities exemption that lets companies sell shares or debt privately without full public registration, provided sales are primarily to accredited investors, up to 35 non‑accredited but financially knowledgeable buyers, and there is no public advertising or solicitation. It matters to investors because offerings under 506(b) usually include less public disclosure than registered securities—like buying from a private seller rather than a retail store—so buyers must do more of their own fact‑checking and rely on their financial sophistication.
Regulation D regulatory
"if the issuer is claiming a Regulation D exemption for the offering"
Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.
exempt offering of securities regulatory
"Notice of Exempt Offering of Securities"
covered securities regulatory
"if the securities that are the subject of this Form D are "covered securities""
Offering Type shelf/ATM

FAQ

What type of securities is FEMASYS INC (FEMY) offering under this Form D?

FEMASYS INC is offering equity securities and options, warrants or other rights to acquire another security in an exempt private offering under Regulation D, relying on Rule 506(b).

How much has FEMASYS INC (FEMY) sold in its exempt offering?

FEMASYS INC reports a total amount sold of $30,000,000 USD in its exempt securities offering, with a total remaining to be sold of $0 USD.

When did FEMASYS INC (FEMY) first sell securities in this offering?

FEMASYS INC reports the date of first sale as August 10, 2026 for this Regulation D exempt offering under Rule 506(b).

Which exemption is FEMASYS INC (FEMY) using for this private offering?

FEMASYS INC is relying on Rule 506(b) of Regulation D under the Securities Act of 1933 for this exempt offering of securities.

Did FEMASYS INC (FEMY) pay any finders’ fees in this Form D offering?

FEMASYS INC discloses finders’ fees of $0 USD in connection with this exempt securities offering.

What industry does FEMASYS INC (FEMY) list in this Form D notice?

FEMASYS INC identifies its industry group as Health Care – Biotechnology in the Form D notice of exempt offering of securities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Intentional misstatements or omissions of fact constitute federal criminal violations. See 18 U.S.C. 1001.

FORM D

Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
X None
Entity Type
0001339005
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
FEMASYS INC
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
X Over Five Years Ago
Within Last Five Years (Specify Year)
Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
FEMASYS INC
Street Address 1 Street Address 2
3950 JOHNS CREEK COURT SUITE 100
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
SUWANEE GEORGIA 30024 770-500-3910

3. Related Persons

Last Name First Name Middle Name
Lee-Sepsick Kathy
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Elefant Dov
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Larsen Charles
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Milnes Alistair
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Eichenbaum Kenneth
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Uzialko Edward R.
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Sippos Jeremy
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Canninng John
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Mifek Jeffrey
Street Address 1 Street Address 2
3950 Johns Creek Court Suite 100
City State/Province/Country ZIP/PostalCode
Suwanee GEORGIA 30024
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):


4. Industry Group

Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
X Biotechnology
Health Insurance
Hospitals & Physicians
Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
X Decline to Disclose Decline to Disclose
Not Applicable Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii))
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2026-08-10 First Sale Yet to Occur
Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
Yes X No

9. Type(s) of Securities Offered (select all that apply)

X Equity Pooled Investment Fund Interests
Debt Tenant-in-Common Securities
X Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient
Recipient CRD Number X None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Street Address 1 Street Address 2
City State/Province/Country ZIP/Postal Code
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
All States
Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount $30,000,000 USD
or Indefinite
Total Amount Sold $30,000,000 USD
Total Remaining to be Sold $0 USD
or Indefinite

Clarification of Response (if Necessary):

See the Issuer's Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on August 11, 2026.

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
41

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $0 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
FEMASYS INC /s/ Kathy Lee-Sepsick Kathy Lee-Sepsick Chief Executive Officer 2026-08-20

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.