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

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 14, 2025

Femasys Inc.
(Exact name of registrant as specified in its charter)

Delaware
001-40492
11-3713499
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

3950 Johns Creek Court, Suite 100
Suwanee, Georgia
 
 
30024
(Address of principal executive offices)
 
(Zip Code)

(770) 500-3910
(Registrant’s telephone number, including area code)

n/a
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class
 
Trading
Symbol(s)
 
Name of each
exchange
on which registered
 Common Stock, par value $0.001 per share   FEMY
  The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒



Item 2.02
Results of Operations and Financial Condition.

On November 14, 2025, Femasys Inc. (the “Company”) announced its financial results for the quarter ended September 30, 2025 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.
 
The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
 
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.

Exhibit
No.
Description
   
Press Release of Femasys Inc. dated November 14, 2025
104
Cover Page Interactive Data File (embedded within the Inline XBRL Document)


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
Femasys Inc.
 
By:
/s/ Kathy Lee-Sepsick
 
Names: Kathy Lee-Sepsick
 
Title: Chief Executive Officer
Date: November 14, 2025
 



EX-99.1 2 ef20059086_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1

Femasys Announces Third Quarter Financial Results for 2025

– FDA Approval to Advance Final FemBloc® Trial with Clear Pathway to Potentially Achieve U.S. FDA Approval –
 
– $12 Million Financing Strengthens Balance Sheet and Extends Cash Runway –
 
ATLANTA, November 14, 2025 – Femasys Inc. (NASDAQ: FEMY), a leading biomedical innovator making fertility and non-surgical permanent birth control more accessible and cost-effective to women worldwide, announced its financial results for the third quarter of 2025.
 
Corporate Highlights from 3Q 2025

 
Announced second partner order for FemBloc in Europe
 
Announced FDA IDE approval to continue enrollment in final phase of the FINALE pivotal trial for FemBloc
 
Announced a definitive agreement for the issuance of $12 million in secured convertible notes and accompanying warrants for total potential funding of $58 million, if all warrants are exercised for cash
 
Announced the initiation of post-market surveillance study for FemBloc in Europe
 
Announced partnership with Kebomed, a leading European distributor of medical devices and equipment, to commercialize FemBloc in France and the Benelux region (the Netherlands, Belgium and Luxembourg)
 
Announced partnership with Medical Electronic Systems LLC to provide FemSpermTM Analysis Kit for use with FemaSeed®
 
Announced FemSperm Setup and Preparation Kits, designed to fully enable gynecologists to perform FemaSeed Intratubal Insemination
 
Announced New Zealand regulatory approval of FemBloc
 
Announced underwritten public offering with gross proceeds of $8 million
 
Announced United Kingdom regulatory approval of FemBloc
 
“Our third quarter marked several pivotal milestones for Femasys as we advanced on multiple fronts, securing key regulatory approvals, strengthening our balance sheet through new financing, and expanding global partnerships for FemBloc, all reinforcing our commitment to delivering innovative solutions for women’s health,” said Kathy Lee-Sepsick, Chief Executive Officer and Founder of Femasys. “Regulatory approvals of the complete FemBloc System in the U.K. and New Zealand significantly expand access to this revolutionary, non-surgical permanent birth control option across Europe and the Asia-Pacific region. With initial commercial orders received from our distribution partners in Spain and France, we are building early momentum as we pursue additional country approvals. At the same time, we continue to advance toward U.S. approval of FemBloc, following the FDA’s recent IDE approval to initiate the final pivotal trial phase required for regulatory approval.”


Financial Results for Quarter Ended September 30, 2025
 
 
Sales increased by $174,486, or 31.4%, to $729,394 for the three months of 2025, compared to $554,908 for the three months of 2024 primarily due to sales of FemBloc.
 
Research and development expenses decreased by $921,219, or 40.0%, to $1,382,022 for the three months of 2025 compared to $2,303,241 for the three months of 2024 primarily due to commercialization of development products into inventory and reduced compensation costs, clinical costs and professional fees.
 
Net loss was $4,194,821, or ($0.10) per basic and diluted share attributable to common stockholders, for the three-month period ended September 30, 2025, compared to a net loss of $5,408,860, or ($0.24) per basic and diluted share attributable to common stockholders, for the three-month period ended September 30, 2024.
 
Cash and cash equivalents as of September 30, 2025, was approximately $4.6 million and the Company had an accumulated deficit of approximately $141.9 million. The Company expects, based on its current operating plan, our current cash and cash equivalents, which includes proceeds from our recent financing, will be sufficient to fund its ongoing operations into September 2026.
 
Financial Results for Nine Months Ended September 30, 2025
 
 
Sales increased by $432,394, or 41.3%, to $1,479,926 for the nine months of 2025, compared to $1,047,532 for the nine months of 2024 due to sales of FemBloc and FemVue.
 
Research and development expenses decreased by $284,924, or 4.7%, to $5,764,923 for the nine months of 2025 compared to $6,049,847 for the nine months of 2024 primarily due to commercialization of development products into inventory, reduced clinical costs and professional fees, partially offset by increased regulatory costs.
 
Net loss was $14,677,582, or ($0.46) per basic and diluted share attributable to common stockholders, for the nine-month period ended September 30, 2025, compared to a net loss of $13,692,944, or ($0.62) per basic and diluted share attributable to common stockholders, for the same period ended September 30, 2024.
 
For more information, please refer to the Company’s Form 10-Q filed November 14, 2025, which can be accessed on the SEC website.
 

FEMASYS INC.
Condensed Balance Sheets
(unaudited)

Assets
 
September 30,
2025
   
December 31,
2024
 
Current assets:
           
Cash and cash equivalents
 
$
4,569,038
     
3,451,761
 
Accounts receivable, net
   
572,199
     
488,373
 
Inventory
   
5,783,974
     
3,046,323
 
Prepaid and other current assets
   
1,321,689
     
1,035,993
 
Total current assets
   
12,246,900
     
8,022,450
 
Property and equipment, at cost:
               
Leasehold improvements
   
1,238,886
     
1,238,886
 
Office equipment
   
78,155
     
60,921
 
Furniture and fixtures
   
417,876
     
417,876
 
Machinery and equipment
   
3,283,672
     
2,856,740
 
Construction in progress
   
687,462
     
762,445
 
     
5,706,051
     
5,336,868
 
Less accumulated depreciation
   
(3,956,987
)
   
(3,740,769
)
Net property and equipment
   
1,749,064
     
1,596,099
 
Long-term assets:
               
Lease right-of-use assets, net
   
1,419,345
     
1,805,543
 
Intangible assets, net of accumulated amortization
   
130,041
     
65,918
 
Other long-term assets
   
744,803
     
954,992
 
Total long-term assets
   
2,294,189
     
2,826,453
 
                 
Total assets
 
$
16,290,153
     
12,445,002
 

(continued)


FEMASYS INC.
Condensed Balance Sheets
(unaudited)

Liabilities and Stockholders’ Equity
 
September 30,
2025
   
December 31,
2024
 
Current liabilities:
           
Accounts payable
 
$
2,173,883
     
1,419,044
 
Accrued expenses
   
1,028,461
     
1,151,049
 
Note payable
   
276,489
     
 
Convertible notes payable, net (including related parties)
   
6,507,354
     
5,406,228
 
Clinical holdback – current portion
   
60,543
     
88,581
 
Lease liabilities – current portion
   
494,954
     
517,967
 
Total current liabilities
   
10,541,684
     
8,582,869
 
Long-term liabilities:
               
Clinical holdback – long-term portion
   
43,955
     
39,611
 
Lease liabilities – long-term portion
   
1,148,263
     
1,518,100
 
Total long-term liabilities
   
1,192,218
     
1,557,711
 
Total liabilities
   
11,733,902
     
10,140,580
 
Commitments and contingencies
               
Stockholders’ equity:
               
Common stock, $0.001 par, 200,000,000 authorized, 47,419,596 shares issued and 47,302,373 outstanding as of September 30, 2025; and 23,473,149 shares issued and 23,355,926 outstanding as of December 31, 2024
   
47,420
      23,473
 
Treasury stock, 117,223 common shares
   
(60,000
)
   
(60,000
)
Warrants
   
6,727,334
     
1,860,008
 
Additional paid-in-capital
   
139,717,336
     
127,679,198
 
Accumulated deficit
   
(141,875,839
)
   
(127,198,257
)

               
Total stockholders’ equity
   
4,556,251
     
2,304,422
 

               
Total liabilities and stockholders’ equity
 
$
16,290,153
     
12,445,002
 


FEMASYS INC.
Condensed Statements of Comprehensive Loss
(unaudited)

   
Three Months Ended September 30,
   
Nine Months Ended September 30,
 
   
2025
   
2024
   
2025
   
2024
 
Sales
 
$
729,394
     
554,908
     
1,479,926
     
1,047,532
 
Cost of sales (excluding depreciation expense)
   
293,838
     
190,839
     
569,275
     
352,496
 
                                 
Operating expenses:
                               
Research and development
   
1,382,022
     
2,303,241
     
5,764,923
     
6,049,847
 
Sales and marketing
   
1,143,805
     
1,572,189
     
3,037,349
     
2,847,866
 
General and administrative
   
1,477,800
     
1,530,791
     
4,817,485
     
4,645,412
 
Depreciation and amortization
   
85,697
     
76,288
     
256,835
     
215,144
 
Total operating expenses
   
4,089,324
     
5,482,509
     
13,876,592
     
13,758,269
 
Loss from operations
   
(3,653,768
)
   
(5,118,440
)
   
(12,965,941
)
   
(13,063,233
)
Other (expense) income:
                               
Interest income
   
17,315
     
124,028
     
53,488
     
532,850
 
Interest expense
   
(532,073
)
   
(413,290
)
   
(1,483,022
)
   
(1,163,153
)
Other expense
   
(26,295
)
   
     
(286,295
)
   
 
Total other expense, net
   
(541,053
)
   
(289,262
)
   
(1,715,829
)
   
(630,303
)
Loss before income taxes
   
(4,194,821
)
   
(5,407,702
)
   
(14,681,770
)
   
(13,693,536
)
Income tax expense (benefit)
   
     
1,158
     
(4,188
)
   
(592
)
                                 
Net loss
 
$
(4,194,821
)
   
(5,408,860
)
   
(14,677,582
)
   
(13,692,944
)
                                 
Net loss attributable to common stockholders, basic and diluted
 
$
(4,194,821
)
   
(5,408,860
)
   
(14,677,582
)
   
(13,692,944
)
Net loss per share attributable to common stockholders, basic and diluted
 
$
(0.10
)
   
(0.24
)
   
(0.46
)
   
(0.62
)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted
   
41,015,196
     
22,232,799
     
31,739,828
     
22,075,135
 

About Femasys
 
Femasys is a leading biomedical innovator focused on making fertility and non-surgical permanent birth control more accessible and cost-effective for women worldwide through its broad, patent-protected portfolio of novel, in-office therapeutic and diagnostic products. As a U.S. manufacturer with global regulatory approvals, Femasys is actively commercializing its lead product innovations in the U.S. and key international markets. Femasys’ fertility portfolio includes FemaSeed® Intratubal Insemination, a groundbreaking first-step infertility treatment and FemVue®, a companion diagnostic for fallopian tube assessment. Published clinical trial data demonstrates FemaSeed is over twice as effective as traditional IUI, with a comparable safety profile, and high patient and practitioner satisfaction.1

FemBloc® permanent birth control is the first and only non-surgical, in-office alternative to centuries-old surgical sterilization that received full regulatory approval in Europe in June of 2025, the UK in August 2025, and New Zealand in September 2025. Commercialization of this highly cost-effective, convenient and significantly safer approach will be completed through strategic partnerships in select European countries. Alongside FemBloc, the FemChec®, diagnostic product provides an ultrasound-based test to confirm procedural success. Published data from initial clinical trials demonstrated compelling effectiveness, five-year safety, and high patient and practitioner satisfaction.2 For U.S. FDA approval, enrollment in the FINALE pivotal trial (NCT05977751) is on-going.

Learn more at www.femasys.com, or follow us on X, Facebook and LinkedIn.


References
1Liu, J. H., Glassner, M., Gracia, C. R., Johnstone, E. B., Schnell, V. L., Thomas, M. A., L. Morrison, Lee-Sepsick, K. (2024). FemaSeed Directional Intratubal Artificial Insemination for Couples with Male-Factor or Unexplained Infertility Associated with Low Male Sperm Count. J Gynecol Reprod Med, 8(2), 01-12. doi: 10.33140/JGRM.08.02.08.

2Liu, J. H., Blumenthal, P. D., Castaño, P. M., Chudnoff, S. C., Gawron, L. M., Johnstone, E. B., Lee-Sepsick, K. (2025). FemBloc Non-Surgical Permanent Contraception for Occlusion of the Fallopian Tubes. J Gynecol Reprod Med, 9(1), 01-12. doi: 10.33140/JGRM.09.01.05.

Forward-Looking Statements 

This press release contains forward-looking statements that are subject to substantial risks and uncertainties. Forward-looking statements can be identified by terms such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “pending,” “intend,” “believe,” “suggests,” “potential,” “hope,” or “continue” or the negative of these terms or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on our current expectations and are subject to inherent uncertainties, risks and assumptions, many of which are beyond our control, difficult to predict and could cause actual results to differ materially from what we expect. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. Factors that could cause actual results to differ include, among others: our ability to obtain regulatory approvals for our FemBloc product candidate; develop and advance our current FemBloc product candidate and successfully enroll and complete the clinical trial; the ability of our clinical trial to demonstrate safety and effectiveness of our product candidate and other positive results; estimates regarding the total addressable market for our products and product candidate; our ability to commercialize our products and product candidate, our ability to establish, maintain, grow or increase sales and revenues, or the effect of delays in commercializing our products, including FemaSeed; our business model and strategic plans for our products, technologies and business, including our implementation thereof; and those other risks and uncertainties described in the section titled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, and other reports as filed with the SEC. Forward-looking statements contained in this press release are made as of this date, and Femasys undertakes no duty to update such information except as required under applicable law.

# # #

Contacts: 
 
David Gutierrez, Dresner Corporate Services, (312) 780-7204, dgutierrez@dresnerco.com
Nathan Abler, Dresner Corporate Services, (714) 742-4180, nabler@dresnerco.com