STOCK TITAN

Femasys Inc (FEMY) CTO buys stock and receives milestone-based warrants

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Femasys Inc Chief Technology Officer Jeremy Alexander Sipos reported multiple transactions involving the company’s equity. He purchased 3,125 shares of common stock at $3.20 per share, for an aggregate $10,000, under a Securities Purchase Agreement dated August 7, 2026. On the same date, he was granted a warrant for 3,125 shares of common stock at an exercise price of $2.95 per share, exercisable from August 10, 2026 until August 10, 2029, subject to Nasdaq Capital Market limitations. He also received a milestone warrant for 3,125 shares at $2.95 per share, exercisable only after a future Milestone Date tied to the company achieving $1,500,000 in U.S. revenue in any fiscal quarter and certain stock price conditions; the milestone warrant’s expiration is contingent and not yet determinable.

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Insider Sipos Jeremy Alexander
Role Chief Technology Officer
Bought 3,125 shs ($10K)
Type Security Shares Price Value
Grant/Award Common Stock Purchase Warrant F2, F4, F3 3,125 -- --
Grant/Award Common Stock Purchase Warrant (Milestone) F2, F4, F5, F3 3,125 -- --
Purchase Common Stock F1 3,125 $3.20 $10K
Holdings After Transaction: Common Stock Purchase Warrant — 3,125 shares (Direct); Common Stock Purchase Warrant (Milestone) — 3,125 shares (Direct); Common Stock — 3,125 shares (Direct)
Footnotes (5)
  1. F1. The purchase price paid by the reporting person for the Shares was $3.20 per share pursuant to the Securities Purchase Agreement, dated as of August 7, 2026, by and among Femasys Inc. and the purchasers party thereto.
  2. F2. Holder may, at its option, exercise the Common Warrant, subject to the terms and conditions thereof, at an exercise price of $2.95 per share of Common Stock. The exercise price is subject to adjustment in accordance with the terms of the Common Warrant and will be subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions.
  3. F3. The Holder's ability to exercise the subject Warrant for shares of Common Stock is subject to certain limitations, in accordance with rules of the Nasdaq Capital Market.
  4. F4. The reported securities were purchased by the reporting person for an aggregate amount of $10,000.
  5. F5. The Common Warrant (Milestone) is exercisable only from and after the Milestone Date, being the first date on or after August 10, 2027 on which both (i) the Company has achieved U.S. revenue of $1,500,000 for any fiscal quarter, as reported in a Form 10-Q or Form 10-K, and (ii) the volume-weighted average price of the Common Stock has satisfied certain price conditions specified in the warrant. The warrant expires on the earlier of (i) three years after the effective date of a registration statement registering the resale of the Warrant Shares and (ii) 45 days after the Company delivers notice that the Milestone Date has occurred. As of the date of this report, neither the Milestone Date nor the expiration date is determinable.
Common shares purchased 3,125 shares Common stock purchase on August 7, 2026
Purchase price per share $3.20 per share Price paid for common stock under Securities Purchase Agreement
Aggregate purchase amount $10,000 Total amount paid for reported common stock purchase
Time-based warrant shares 3,125 shares Common Stock Purchase Warrant exercisable 2026-08-10 to 2029-08-10
Milestone warrant shares 3,125 shares Common Stock Purchase Warrant (Milestone) granted August 7, 2026
Warrant exercise price $2.95 per share Exercise price for both warrants, subject to adjustment
Milestone revenue threshold $1,500,000 Required U.S. revenue in any fiscal quarter for milestone warrant exercisability
Milestone earliest date August 10, 2027 First possible date for Milestone Date determining milestone warrant exercisability
Common Stock Purchase Warrant financial
"Holder may, at its option, exercise the Common Warrant..."
A common stock purchase warrant is a tradable certificate that gives its holder the right to buy a company’s common shares at a fixed price for a set period. Think of it as a coupon that lets you buy stock later at today’s agreed price; it can amplify gains if the share price rises but also can increase the total number of shares outstanding, which may reduce existing owners’ percentage of the company. Investors watch warrants because they offer leveraged upside and can affect future share value and ownership.
Milestone Date financial
"The Common Warrant (Milestone) is exercisable only from and after the Milestone Date..."
volume-weighted average price financial
"the volume-weighted average price of the Common Stock has satisfied certain price conditions..."
Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.
Nasdaq Capital Market market
"subject to certain limitations, in accordance with rules of the Nasdaq Capital Market."
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
registration statement registering the resale regulatory
"three years after the effective date of a registration statement registering the resale of the Warrant Shares..."

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FAQ

What insider transactions did FEMY’s CTO Jeremy Alexander Sipos report on August 7, 2026?

Jeremy Alexander Sipos reported buying 3,125 FEMY common shares and receiving two warrants for 3,125 shares each. One warrant is time-based, and the other is tied to future revenue and price milestones.

How many FEMY common shares did the CTO purchase and at what price?

The CTO purchased 3,125 shares of Femasys Inc common stock at $3.20 per share. A footnote states the aggregate purchase amount was $10,000 under a Securities Purchase Agreement dated August 7, 2026.

What are the key terms of the FEMY warrant granted to the CTO on August 7, 2026?

One warrant covers 3,125 shares at an exercise price of $2.95 per share, exercisable at the holder’s option from August 10, 2026 until August 10, 2029, subject to Nasdaq Capital Market limitations on exercise.

How does the milestone warrant for FEMY shares work for the CTO?

The milestone warrant covers 3,125 shares at $2.95 and is exercisable only after a Milestone Date. That date requires the company to report $1,500,000 U.S. revenue in any fiscal quarter plus specified stock price conditions.

Are there limitations on the CTO’s ability to exercise the FEMY warrants?

Yes. A footnote states the holder’s ability to exercise the warrants for shares of common stock is subject to certain limitations, consistent with rules of the Nasdaq Capital Market. These constraints apply when exercising into common shares.

Is the expiration date of the FEMY milestone warrant fixed?

The milestone warrant’s expiration is contingent. It expires on the earlier of three years after effectiveness of a resale registration statement or 45 days after notice that the Milestone Date occurred; both dates are not yet determinable.
SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Sipos Jeremy Alexander

(Last)(First)(Middle)
C/O FEMASYS INC.
3950 JOHNS CREEK COURT, SUITE 100

(Street)
SUWANEE GEORGIA 30024

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FEMASYS INC [ FEMY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Technology Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/07/2026P3,125A$3.2(1)3,125D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Common Stock Purchase Warrant$2.95(2)08/07/2026A3,12508/10/202608/10/2029Common stock, par value $0.001 per share3,125(3)(4)3,125D
Common Stock Purchase Warrant (Milestone)$2.95(2)08/07/2026A3,12508/10/2027(5) (5)Common stock, par value $0.001 per share3,125(3)(4)3,125D
Explanation of Responses:
1. The purchase price paid by the reporting person for the Shares was $3.20 per share pursuant to the Securities Purchase Agreement, dated as of August 7, 2026, by and among Femasys Inc. and the purchasers party thereto.
2. Holder may, at its option, exercise the Common Warrant, subject to the terms and conditions thereof, at an exercise price of $2.95 per share of Common Stock. The exercise price is subject to adjustment in accordance with the terms of the Common Warrant and will be subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions.
3. The Holder's ability to exercise the subject Warrant for shares of Common Stock is subject to certain limitations, in accordance with rules of the Nasdaq Capital Market.
4. The reported securities were purchased by the reporting person for an aggregate amount of $10,000.
5. The Common Warrant (Milestone) is exercisable only from and after the Milestone Date, being the first date on or after August 10, 2027 on which both (i) the Company has achieved U.S. revenue of $1,500,000 for any fiscal quarter, as reported in a Form 10-Q or Form 10-K, and (ii) the volume-weighted average price of the Common Stock has satisfied certain price conditions specified in the warrant. The warrant expires on the earlier of (i) three years after the effective date of a registration statement registering the resale of the Warrant Shares and (ii) 45 days after the Company delivers notice that the Milestone Date has occurred. As of the date of this report, neither the Milestone Date nor the expiration date is determinable.
/s/ Kathy Lee-Sepsick, Attorney-in-fact08/11/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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* Form 4: SEC 1474 (03-26)