PharmaCyte Biotech, Inc. reports beneficial ownership of 4,932,825 shares of Femasys Inc. common stock, representing 7.87% of the class based on 58,479,824 shares outstanding as of November 13, 2025.
The filing states the position includes 695,537 currently held shares and Series A warrants exercisable for 4,237,288 shares (subject to a 19.99% beneficial ownership limitation); percentage was calculated using the issuer's reported outstanding shares plus the warrants.
Positive
None.
Negative
None.
Insights
Holder discloses a sub-10% stake including exercisable warrants.
PharmaCyte Biotech reports 4,932,825 shares beneficially owned, shown as 7.87% using November 13, 2025 outstanding share data. The filing explicitly notes inclusion of Series A warrants exercisable for 4,237,288 shares, capped by a 19.99% ownership limitation.
Future vesting/exercise choices by the holder will determine actual voting and disposition activity; subsequent filings would show any conversion or exercise events that change ownership percentage.
Position mixes current shares and large warrant exposure, creating potential dilution if exercised.
The disclosed total combines 695,537 owned shares and warrants for 4,237,288 shares; the percent calculation used 58,479,824 shares outstanding plus warrant shares. The warrant component is material relative to the reported stake.
Exercise timing and the 19.99% beneficial ownership cap are key constraints; market impact depends on whether and how the warrants are exercised or sold, which would appear in later filings.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
FEMASYS INC
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
31447E105
(CUSIP Number)
03/17/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
31447E105
1
Names of Reporting Persons
PharmaCyte Biotech, Inc.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
NEVADA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
4,932,825.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
4,932,825.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,932,825.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.87 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: For Items 5 and 7: Includes (i) 695,537 shares of common stock, par value $0.001 ("Common Stock"), of Femasys Inc. (the "Issuer"), and (ii) Series A warrants immediately exercisable for 4,237,288 shares of Common Stock, subject to a 19.99% beneficial ownership limitation.
For Item 11: Based on the quotient obtained by dividing (i) the number of shares of Common Stock beneficially owned by PharmaCyte Biotech, Inc. (the "Reporting Person") by (ii) the sum of (a) 58,479,824 shares of Common Stock outstanding as of November 13, 2025, as reported in the Issuer's 10-Q, filed with the Securities Exchange Commission on November 14, 2025, and (b) 4,237,288 shares of Common Stock issuable upon exercise of the Series A warrants held by the Reporting Person.
Introductory Note: This Schedule 13G amends and supplements the Schedule 13D filed with the Securities and Exchange Commission on November 22, 2023 (as amended from time to time, the "Schedule 13D") by PharmaCyte Biotech, Inc., a Nevada corporation (the "Reporting Person"), relating to its beneficial ownership in Femasys Inc. (the "Issuer"). On March 17, 2026, Joshua Silverman, Chairman, Chief Executive Officer and President of the Reporting Person, resigned from the Issuer's Board of Directors. As of the filing of this Schedule 13G, the Reporting Person does not hold the securities with the purpose or effect of changing or influencing control of the Issuer. As such, this Schedule 13G is deemed to amend the Schedule 13D.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
FEMASYS INC
(b)
Address of issuer's principal executive offices:
3950 Johns Creek Court, Suite 100, Suwanee, GA
Item 2.
(a)
Name of person filing:
PharmaCyte Biotech, Inc.
(b)
Address or principal business office or, if none, residence:
PharmaCyte Biotech, Inc., 3960 Howard Hughes Parkway, Suite 500, Las Vegas, Nevada 89169.
(c)
Citizenship:
The Reporting Person is a Nevada corporation.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP Number(s):
31447E105
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by this paragraph is set forth in the cover pages to this Schedule 13G and is incorporated herein by reference.
(b)
Percent of class:
The information required by this paragraph is set forth in the cover pages to this Schedule 13G and is incorporated herein by reference. Percentage ownership is based on 58,479,824 shares of Common Stock outstanding as of November 13, 2025, as reported in the Issuer's Report on Form 10-Q for the period ended September 30, 2025 filed with the Securities and Exchange Commission on November 14, 2025.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by this paragraph is set forth in the cover pages to this Schedule 13G and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by this paragraph is set forth in the cover pages to this Schedule 13G and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by this paragraph is set forth in the cover pages to this Schedule 13G and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by this paragraph is set forth in the cover pages to this Schedule 13G and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
PharmaCyte Biotech, Inc.
Signature:
/s/ Joshua N. Silverman
Name/Title:
Joshua N. Silverman, Chief Executive Officer and President
What stake does PharmaCyte Biotech report in FEMY?
PharmaCyte Biotech reports beneficial ownership of 4,932,825 shares, equal to 7.87% of the class based on November 13, 2025 outstanding shares and associated warrants.
How is the 7.87% ownership percentage calculated for FEMY?
The percentage divides the reporting person's beneficial shares by 58,479,824 shares outstanding as of November 13, 2025 plus 4,237,288 shares issuable upon exercise of Series A warrants.
Do the reported holdings include warrants or only common stock for FEMY?
Yes. The filing states holdings include 695,537 common shares and Series A warrants exercisable for 4,237,288 shares, subject to a 19.99% beneficial ownership limitation.
Who signed the Schedule 13G filed on behalf of PharmaCyte Biotech?
The Schedule 13G is signed by Joshua N. Silverman, Chief Executive Officer and President, dated March 18, 2026.
What ownership limitation applies to the exercisable warrants in the filing?
The Series A warrants are described as subject to a 19.99% beneficial ownership limitation, which caps the holder's effective ownership from warrant exercise as stated in the filing.