Insider Purchase: Femasys CFO Acquires Units; Warrants Exercisable Through 2030

Rhea-AI Filing Summary

Dov Elefant, Chief Financial Officer of Femasys Inc. (FEMY), purchased 38,828 Units on 08/27/2025 at $0.5151 per Unit in an underwritten public offering under Form S-1 (File No. 333-289722). Each Unit consists of one share of common stock and one warrant to purchase one share of common stock. Following the transaction, the report shows the reporting person beneficially owns 58,436 shares of common stock. The warrants have an exercise/conversion price of $0.5151, are exercisable beginning 08/27/2025 and expire 08/27/2030. The Form 4 was signed by an attorney-in-fact on 08/28/2025.

Positive

• Insider purchase by the CFO of 38,828 Units indicates management participation in the offering
• Clear instrument terms disclosed: unit price $0.5151, warrants exercisable 08/27/2025 and expiring 08/27/2030
• Timely Section 16 filing signed and dated (08/28/2025) by attorney-in-fact

Negative

• Potential dilution exists because each Unit includes a warrant exercisable into one share through 2030
• Filing provides no dollar value of total transaction proceeds beyond per-Unit price to quantify capital raised for the company

Insights

Financial Analyst

TL;DR: Insider purchase of 38,828 Units at $0.5151 signals managerial participation in the public offering and increases reported beneficial ownership to 58,436 shares.

The filing documents a direct acquisition by the CFO of 38,828 Units, each Unit containing one common share and one warrant. The unit price of $0.5151 implies a modest capital commitment at the offering allocation. The attached warrants provide potential upside for additional share issuance through 2030 if exercised. This transaction is material to shareholders primarily as an insider purchase rather than a disposition; it may be viewed as a neutral-to-positive governance signal but does not by itself quantify impact on outstanding share count or dilution beyond the stated amounts.

Corporate Governance Expert

TL;DR: Routine Section 16 disclosure of a CFO acquisition via the company offering; timely reporting and clarity on instrument terms.

The Form 4 provides required Section 16 detail: acquisition date, amount, instrument composition, exercise price, and exercisability/expiration dates. The filing appears complete and signed by an attorney-in-fact, satisfying procedural obligations. There is no indication in the form of unusual amendments, waivers, or related-party complexities. From a governance standpoint this is a standard insider participation disclosure rather than a red flag.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Elefant Dov

(Last) (First) (Middle)

C/O FEMASYS INC.

3950 JOHNS CREEK COURT, SUITE 100

(Street)

SUWANEE GA 30024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FEMASYS INC [ FEMY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/27/2025		I		38,828	A	(1)	58,436	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Warrants (right to buy)	$0.5151	08/27/2025		I		38,828		08/27/2025	08/27/2030	Common Stock	38,828	(1)	38,828	D

Explanation of Responses:

1. The reported securities are included within 38,828 Units purchased by the reporting person for $0.5151 per Unit in an underwritten public offering pursuant to the Registration Statement on Form S-1 (File No. 333-289722). Each Unit consists of one share of common stock and one warrant to purchase one share of common stock.

	/s/ Kathy Lee-Sepsick, Attorney-in-fact	08/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did FEMY CFO Dov Elefant purchase on 08/27/2025?

The CFO purchased 38,828 Units, each Unit consisting of one common share and one warrant, at $0.5151 per Unit in the offering.

How many shares does Dov Elefant beneficially own after the transaction?

The Form 4 reports beneficial ownership of 58,436 shares of common stock following the reported transactions.

What are the key terms of the warrants included with the Units?

The warrants have a conversion/exercise price of $0.5151, are exercisable beginning 08/27/2025, and expire 08/27/2030.

Was this transaction part of a registered offering?

Yes. The Units were purchased in an underwritten public offering pursuant to the Registration Statement on Form S-1 (File No. 333-289722), as stated in the form.

When was the Form 4 filed and who signed it?

The filing shows a signature by an attorney-in-fact, Kathy Lee-Sepsick, dated 08/28/2025.