FEMASYS INC: Certificate of Amendment to Eleventh Amended and Restated Certificate of Incorporation filed to effect a 1-for-20 reverse stock split (effective 2026-06-05).
“On June 5, 2026, Femasys Inc. (the “Company”) filed a Certificate of Amendment to the Eleventh Amended and Restated Certificate of Incorporation of the Company (the “Amendment”) with the Secretary of State of the State of Delaware to effect a 1-for-20 reverse stock split of its outstanding common stock.”
Earnings Releases
FEMASYS INC reported quarter ended March 31, 2026 results: revenue $424,889, net income $846,100, or $0.00 per basic and diluted share, EPS $0.00 per basic and diluted share.
“addressing critical unmet needs with safe, technologically advanced products.” Financial Results for Quarter Ended March 31, 2026 • Sales increased by $83,625, or 24.5%, to $424,889 in 2026 from $341,264 in 2025, primarily due to sales of FemBloc. • Research and development expenses decreased by $1,659,071, or 55.9%, to $1,309,401 in 2026 compared to”
Earnings Releases
FEMASYS INC reported year ended December 31, 2025 results: revenue $2,293,313, net income $18,627,887, EPS ($0.47).
“critical gaps with innovative, safe, and technologically advanced solutions.” Financial Results for Year Ended December 31, 2025 • Sales increased by $664,205, or 40.8%, to $2,293,313 in 2025 from $1,629,108 in 2024, primarily due to sales of FemBloc. • Research and development expenses decreased by $638,839, or 7.8%, to $7,577,704 in 2025 compared to”
Equity Issuances
FEMASYS INC issued 16,378,563 Series D-1 Warrants of warrant to accredited investors for amendment and consents provided under the Amendment Agreement.
“The information set forth under Item 1.01 of this Current Report on Form 8-K regarding the issuance of the Series D-1 Warrants is incorporated by reference into this Item 3.02. The aggregate 16,378,563 Series D-1 Warrants are being issued by the Company in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), afforded by Section 4(a)(2) thereof. Each recipient of a Series D-1 Warrant is an "accredited investor" as that term is defined in Rule 501(a) of Regulation D.”
Material Agreements
FEMASYS INC amended Omnibus Amendment and Consent Agreement with Consenting Holders (effective 2026-03-19).
“On March 19, 2026, the Company entered into an Omnibus Amendment and Consent Agreement (the “Amendment Agreement”) with the holders listed on Schedule I thereto (each, a “Consenting Holder” and collectively, the “Consenting Holders”).”
Listing & Compliance Notices
FEMASYS INC received a nasdaq noncompliance notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“January 13, 2026, the Company received a letter from Nasdaq advising that the Company had been granted a 180-day extension to July 13, 2026 to regain compliance with the Minimum Bid Price Requirement, in accordance with Nasdaq Listing Rule 5810(c)(3)(A). The Company intends to continue actively monitoring the closing bid price for the Company’s common stock between now and July 13, 2026, and will consider available options to resolve the deficiency, including effecting a reverse stock split as stated above, and regain compliance with the Minimum Bid Price Requirement. SIGNATURE Pursuant to t”
Equity Issuances
FEMASYS INC issued up to an aggregate of 10,953,165 shares of Common Stock of warrant to certain accredited investors.
“Series A-1 Warrants to purchase up to an aggregate of 10,953,165 shares of Common Stock”
Equity Issuances
FEMASYS INC issued convertible note to certain accredited investors for an aggregate principal amount of $3,974,999.24.
“On the First Closing Date, the Company has agreed to issue (i) Notes in an aggregate principal amount of $8,025,000.66, initially convertible into 10,953,165 shares of Common Stock”
Listing & Compliance Notices
FEMASYS INC received a nasdaq noncompliance notice notice regarding stockholders equity (rules 5550(b)(2)).
“May 19, 2025, the Femasys Inc. (the “Company”) received a written notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) that for the last 30 consecutive business days, the Market Value of Listed Securities (“MVLS”) for the Company’s common stock had been below the minimum $35.0 million requirement for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the “Minimum MVLS Requirement”). Additionally, the Company had not met either of the alternative Nasdaq continued listing standards under Nasdaq Listing Rule 5550(b)(2): (i) stockholders’ equi”
Listing & Compliance Notices
FEMASYS INC received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2)).
“May 19, 2025, the Femasys Inc. (the “Company”) received a written notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) that for the last 30 consecutive business days, the Market Value of Listed Securities (“MVLS”) for the Company’s common stock had been below the minimum $35.0 million requirement for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the “Minimum MVLS Requirement”). Additionally, the Company had not met either of the alternative Nasdaq continued listing standards under Nasdaq Listing Rule 5550(b)(2): (i) stockholders’ equi”
Listing & Compliance Notices
FEMASYS INC received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).
“July 16, 2025, Femasys Inc. (the “Company”) received a notice from The Nasdaq Stock Market (“Nasdaq”) that the Company is not in compliance with Nasdaq’s Listing Rule 5550(a)(2), as the minimum bid price of the Company’s common stock has been below $1.00 per share for 30 consecutive business days (the “Minimum Bid Price Requirement”). The notification of noncompliance has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market. The Company has 180 calendar days, or until January 12, 2026, to regain compliance with the Minimum Bid Price Require”
Listing & Compliance Notices
FEMASYS INC received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2)).
“May 19, 2025, the Company received a written notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) that for the last 30 consecutive business days, the Market Value of Listed Securities (“MVLS”) for the Company’s common stock was below the minimum $35.0 million requirement for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the “Minimum MVLS Requirement”). Additionally, the Company does not meet either of the alternative Nasdaq continued listing standards under Nasdaq Listing Rule 5550(b)(2): (i) stockholders’ equity of at least $2.5 mill”
Earnings Releases
FEMASYS INC reported first quarter ended March 31, 2024 results: revenue $271,140, net income $3,599,510, EPS $0.17.
“Quarter Ended March 31, 2024 • Research and development expenses increased by $233,292 to $1,770,731 in Q1 of 2024 from $1,537,439 in Q1 of 2023 • Sales decreased by $22,844 to $271,140 in Q1 of 2024 from $293,984 in Q1 of 2023 • Net loss was $3,599,510 or $0.17 per basic and diluted share attributable to common stockholders, for the quarter ended March 31, 2024,”
Earnings Releases
FEMASYS INC reported year ended December 31, 2022 results: net income net loss of $11,394,170, or $0.96 per basic and diluted share attributable to common stockholders.
“Net loss was $14,247,124 or $0.93 per basic and diluted share attributable to common stockholders, for the year ended December 31, 2023, compared to net loss of $11,394,170, or $0.96 per basic and diluted share attributable to common stockholders, for the year ended December 31, 2022”
Earnings Releases
FEMASYS INC reported year ended December 31, 2023 results: net income Net loss was $14,247,124 or $0.93 per basic and diluted share attributable to common stockholders.
“Net loss was $14,247,124 or $0.93 per basic and diluted share attributable to common stockholders, for the year ended December 31, 2023, compared to net loss of $11,394,170, or $0.96 per basic and diluted share attributable to common stockholders, for the year ended December 31, 2022”
Joshua Silverman was appointed as director at FEMASYS INC.
“the Board of Directors (the “Board”) of Femasys Inc. (the “Company”) appointed Joshua Silverman as director of the Company effective November 21, 2023.”
Material Agreements
FEMASYS INC entered into Registration Rights Agreement with certain accredited investors (effective 2023-11-14).
“The Company and the Investors entered into a Registration Rights Agreement (the “Registration Rights Agreement”), pursuant to which the Company will be required to file a resale registration statement (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”) to register for resale 100% of the Conversion Shares and the Warrant Shares promptly following Closing”
Material Agreements
FEMASYS INC entered into Securities Purchase Agreement with certain accredited investors valued at aggregate principal amount of $6,850,000 (effective 2023-11-14).
“On November 14, 2023, Femasys Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited investors (the “Investors”), pursuant to which it agreed to sell to the Investors (i) senior unsecured convertible notes (the “Notes”) in an aggregate principal amount of $6,850,000”
Wendy Perrow resigned as director at FEMASYS INC.
“On November 8, 2023, Keith Kendall, Anne Morrissey and Wendy Perrow informed the Board of their respective resignations as a director of the Company, effective as of that date.”
Anne Morrissey resigned as director at FEMASYS INC.
“On November 8, 2023, Keith Kendall, Anne Morrissey and Wendy Perrow informed the Board of their respective resignations as a director of the Company, effective as of that date.”
Keith Kendall resigned as director at FEMASYS INC.
“On November 8, 2023, Keith Kendall, Anne Morrissey and Wendy Perrow informed the Board of their respective resignations as a director of the Company, effective as of that date.”
Earnings Releases
FEMASYS INC reported the third quarter ended September 30, 2023 results: revenue $244,361.
“2022. The increase was largely due to increased compensation and professional costs, partially offset by decreased facility and overhead costs. • Sales decreased by $103,095 to $244,361 for the three months ended September 30, 2023 compared”
Shareholder Votes
FEMASYS INC shareholders approved Approval of an Amendment to the Company's Certificate of Incorporation to Provide for a Reverse Split at the 2023-09-06 meeting.
“Proposal One – Approval of an Amendment to the Company’s Certificate of Incorporation to Provide for a Reverse Split The Company’s stockholders approved an Amendment to the Company’s Certificate of Incorporation to effect, at the discretion of the board of directors, a reverse stock split of Femasys’s common stock, par value $0.001 per share, at a ratio in the range of 1-for-2 to 1-for-25, with such ratio to be determined at the discretion of the board of directors at any time prior to April 28, 2024 by the following votes: Votes For Votes Against Abstentions Broker Non-Votes 5,672,975 689,589 52,609 N/A”
Earnings Releases
FEMASYS INC reported financial results for second quarter ended June 30, 2023.
“announced its financial results for the second quarter ended June 30, 2023 and provided a corporate update. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.”
Daniel Currie was appointed as Chief Operating Officer at FEMASYS INC.
“On August 10, 2023, the Company announced that it has designated Daniel Currie, the Company’s Senior Vice President, as its Chief Operating Officer.”
Shareholder Votes
FEMASYS INC shareholders approved Ratification of Appointment of Independent Registered Accounting Firm at the 2023-06-21 meeting.
“The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered accounting firm for the fiscal year ending December 31, 2023 by the following votes:”
Shareholder Votes
FEMASYS INC shareholders rejected Approval of an Amendment to the Company’s Certificate of Incorporation to Provide for Exculpation of Officers as Permitted by the Delaware General Corporation Law at the 2023-06-21 meeting.
“The Company’s stockholders did not approve an Amendment to the Company’s Certificate of Incorporation to Provide for Exculpation of Officers as Permitted by the Delaware General Corporation Law by the following votes:”
Shareholder Votes
FEMASYS INC shareholders approved Election of three Class II directors at the 2023-06-21 meeting.
“The Company’s stockholders approved the election of three Class II directors to the Company’s Board of Directors for three-year terms expiring at the 2026 annual meeting of stockholders or until their respective successors are elected and qualified or until their earlier resignation or removal, by the following votes:”
Alistair Milnes was appointed as Director at FEMASYS INC.
“In connection with Messrs. Dyett and Adams’s resignations, the Board of Directors appointed Keith J. Kendall and Alistair Milnes as directors of the Company.”
Keith J. Kendall was appointed as Director at FEMASYS INC.
“In connection with Messrs. Dyett and Adams’s resignations, the Board of Directors appointed Keith J. Kendall and Alistair Milnes as directors of the Company.”
John Adams resigned as Director at FEMASYS INC.
“Effective June 14, 2023, the Board of Directors of Femasys Inc. (the “Company”) accepted John Dyett and John Adams’s resignation from the Board of Directors.”
John Dyett resigned as Director at FEMASYS INC.
“Effective June 14, 2023, the Board of Directors of Femasys Inc. (the “Company”) accepted John Dyett and John Adams’s resignation from the Board of Directors.”
Listing & Compliance Notices
FEMASYS INC received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).
“June 1, 2023, Femasys Inc. (the “Company”) received a notice from The Nasdaq Stock Market (“Nasdaq”) that the Company is not in compliance with Nasdaq’s Listing Rule 5550(a)(2), as the minimum bid price of the Company’s common stock has been below $1.00 per share for 30 consecutive business days (the “Minimum Bid Price Requirement”). The notification of noncompliance has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market. The Company has 180 calendar days, or until November 28, 2023, to regain compliance with the Minimum Bid Price Require”
Earnings Releases
FEMASYS INC reported the first quarter ended March 31, 2023 results: revenue $293,984, net income $2,946,257, EPS $0.25 per basic and diluted share.
“in facility and other overhead costs mainly for directors & officers (D&O) insurance, and a decrease in legal and certain professional costs. • Sales decreased by $27,421 to $293,984 for the three months ended March 31, 2023, from $321,405 for the same period last year. U.S. sales, however, increased by $30,624, or 11.6%, for the three months ended March 31,”
Material Agreements
FEMASYS INC entered into Purchase Agreement with the Purchaser valued at approximately $3.9 million (effective 2023-04-18).
“On April 18, 2023, Femasys Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with the purchaser identified in the Purchase Agreement (the “Purchaser”). The Purchase Agreement provides for the sale and issuance by the Company of an aggregate of: (i) 1,318,000 shares (the “ Shares ”) of the Company’s common stock, par value $0.001 per share (“Common Stock”), and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 1,878,722 shares (the “Pre-Funded Warrant Shares”) of Common Stock in a registered direct offering (the “Registered Offering”), and (iii) a concurrent private placement (the “Private Placement” and, together with the Registered Offering, the “Offering”) of warrants (the “Common Warrants”) to purchase up to 3,196,722 shares of Common Stock (the “Common Warrant Shares” and together with the Shares, the Pre-Funded Warrants, the Pre-Funded Warrant Shares and the Common Warrants, the “Securities”).”
Earnings Releases
FEMASYS INC reported financial results for year ended December 31, 2022.
“On March 30, 2023, Femasys Inc. announced its financial results for the year ended December 31, 2022.”
Governance Changes
FEMASYS INC: Reduced stockholder meeting quorum requirement to 33.4% (effective 2023-03-29).
“On March 29, 2023, the Board of Directors of Femasys Inc. amended Section 5 of Article I of Femasys Inc.’s Amended and Restated Bylaws to reduce the quorum requirement for any meeting of stockholders to 33.4%.”
Earnings Releases
FEMASYS INC reported financial results for the third quarter ended September 30, 2022.
“On November 10, 2022, Femasys Inc. (the “Company”) announced its financial results for the third quarter ended September 30, 2022 and provided a corporate update.”
Dov Elefant was appointed as Chief Financial Officer at FEMASYS INC.
“On February 24, 2022, Femasys Inc. (the “ Company ”) announced the hiring and appointment of Dov Elefant as its Chief Financial Officer, effective February 28, 2022.”
Wendy Perrow was elected as Director at FEMASYS INC.
“the Board of Directors elected Wendy Perrow as a director of the Company.”
William Witte resigned as Director at FEMASYS INC.
“Effective January 19, 2022, the Board of Directors of Femasys Inc. (the “Company”) accepted William Witte’s resignation from the Board of Directors.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.