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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): August 14, 2026

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 August 14, 2026 Femasys Inc. (the “Company”) announced its financial results for the quarter ended June 30, 2026 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 August 14, 2026
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: August 14, 2026


EX-99.1 2 ef20080275_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1

Femasys Announces Financial Results for Quarter Ended June 30, 2026 and Provides Corporate Update

-- $30 million financing enables execution of U.S. commercial strategy for the FemaSeed® fertility portfolio and advancement of the FemBloc® clinical and regulatory program toward U.S. approval --

ATLANTA, August 14, 2026 – Femasys Inc. (NASDAQ: FEMY), a leading biomedical innovator developing transformative fertility and non-surgical permanent birth control solutions designed to improve the standard of care, expand access, and reduce costs for women worldwide, announces its financial results for the quarter ended June 30, 2026 and provides a corporate update.

Corporate Highlights from 2Q 2026 to date


 •
Completed $30 million private placement with potential proceeds of up to $90 million upon full cash exercise of warrants.

•
Regained compliance with Nasdaq Listing Requirements.

•
Issuance of patents in the U.S. and key international markets that expand intellectual property protection for the blended polymer component of FemBloc.

•
Received CE Mark approval for FemHSGTM Catheter, to complement FemVue and support streamlined in-office fertility evaluation.

•
Advanced initial commercial use of FemaSeed Complete, expanding access to first-line fertility treatment in the OB/GYN office.

•
Launched FemaSeed Complete at ACOG 2026, increasing provider awareness and initiating commercial efforts with OB/GYNs.

•
Established strategic partnership with AMI Technologies to commercialize its fertility portfolio in Israel, demonstrating international market interest.

•
Appointed John Canning as Chief Operating Officer, enhancing leadership to drive operational execution and support commercial growth.

“During the second quarter of 2026 and into the third quarter of 2026, we made meaningful progress strengthening our financial position, advancing our commercial strategy and expanding the reach of our innovative fertility solutions,” said Kathy Lee-Sepsick, Founder and Chief Executive Officer of Femasys. “The completion of our $30 million private placement and restoration of Nasdaq compliance provide a stronger foundation to execute our growth strategy. We also achieved important commercial milestones, including the launch of FemaSeed Complete at ACOG 2026 and initial commercial use, advancing our strategy to expand access to first-line fertility treatment in the OB/GYN office and potentially enable earlier intervention. With this financing in place, we are well positioned to execute our commercial strategy, complete the U.S. FemBloc clinical program and advance our portfolio toward key value-creating milestones for patients and shareholders.”

Financial Results for Six Months Ended June 30, 2026

 
•
Sales increased by $6,184, or 0.8%, to $756,716 in 2026 from $750,532 in 2025, primarily due to sales of FemaSeed.
 
•
Research and development expenses decreased by $1,126,622, or 25.7%, to $3,256,279 in 2026 compared to $4,382,901 in 2025, primarily reflecting lower compensation costs, regulatory and professional service fees.
 
•
Net loss was $3,622,995, or ($1.08) per basic and diluted share attributable to common stockholders, for the six months ended June 30, 2026, compared to a net loss of $10,482,761, or ($7.76) per basic and diluted share attributable to common stockholders, for the six months ended June 30, 2025.
 
•
Cash and cash equivalents as of June 30, 2026, was approximately $1.4 million and the Company had an accumulated deficit of approximately $149.4 million. Subsequent to June 30, 2026, the Company completed a private placement transaction that generated approximately $30.0 million of gross proceeds. Management believes the additional capital provides the financial resources necessary to support the Company's strategic priorities, including the execution of its commercial initiatives, advancement of its clinical programs, and pursuit of key operational objectives.

Financial Results for Quarter Ended June 30, 2026

 
•
Sales decreased by $77,441, or 18.9%, to $331,827 in 2026 from $409,268 in 2025, primarily attributable to lower sales of FemVue.
 
•
Research and development expenses increased by $532,449, or 37.6%, to $1,946,878 in 2026 compared to $1,414,429 in 2025, primarily reflecting the transition of development products into inventory to support commercialization during 2025, and increased clinical costs, partially offset by reduced compensation costs.
 
•
Net loss was $4,469,095, or ($1.33) per basic and diluted share attributable to common stockholders, for the quarter ended June 30, 2026, compared to a net loss of $4,585,922, or ($3.18) per basic and diluted share attributable to common stockholders, for the quarter ended June 30, 2025.

For more information, please refer to the Company’s Form 10-Q filed August 14, 2026, which can be accessed on the SEC website.

FEMASYS INC.
Condensed Balance Sheets
(unaudited)

Assets
  
June 30,
2026
    
December 31,
2025
  
Current assets:
            
Cash and cash equivalents
  
$
1,443,502
      
9,266,353
  
Accounts receivable, net
    
151,049
      
616,600
  
Inventory
    
6,191,277
      
5,740,249
  
Prepaid and other current assets
    
546,085
      
833,133
  
Total current assets
    
8,331,913
      
16,456,335
  
Property and equipment, at cost:
                
Leasehold improvements
    
1,238,886
      
1,238,886
  
Office equipment
    
87,515
      
78,155
  
Furniture and fixtures
    
424,586
      
417,876
  
Machinery and equipment
    
3,121,131
      
3,065,713
  
Construction in progress
    
919,412
      
897,885
  
     
5,791,530
      
5,698,515
  
Less accumulated depreciation
    
(3,932,324
)
    
(3,802,940
)
Net property and equipment
    
1,859,206
      
1,895,575
  
Long-term assets:
                
Lease right-of-use assets, net
    
1,064,346
      
1,297,121
  
Intangible assets, net of accumulated amortization
    
115,499
      
134,914
  
Other long-term assets
    
918,618
      
940,232
  
Total long-term assets
    
2,098,463
      
2,372,267
  
                 
Total assets
  
$
12,289,582
      
20,724,177
  

(continued)

FEMASYS INC.
Condensed Balance Sheets
(unaudited)

Liabilities and Stockholders’ Equity
  
June 30,
2026
    
December 31,
2025
  
Current liabilities:
            
Accounts payable
  
$
2,337,354
      
1,830,124
  
Accrued expenses
    
1,033,712
      
1,265,773
  
Clinical holdback – current portion
    
42,726
      
52,644
  
Operating lease liabilities – current portion
    
473,034
      
487,624
  
Total current liabilities
    
3,886,826
      
3,636,165
  
Long-term liabilities:
                
Clinical holdback – long-term portion
    
54,598
      
52,370
  
Convertible notes payable, net
    
3,521,226
      
3,178,864
  
Conversion option liability
    
—
      
2,014,000
  
Warrants liabilities
    
—
      
4,943,000
  
Operating lease liabilities – long-term portion
    
795,985
      
1,030,476
  
Total long-term liabilities
    
4,371,809
      
11,218,710
  
Total liabilities
    
8,258,635
      
14,854,875
  
Commitments and contingencies
                
Stockholders’ equity:
                
Common stock, $0.001 par, 200,000,000 authorized, 3,029,829 shares issued and 3,023,967 outstanding as of June 30, 2026; and 2,986,116 shares issued and 2,980,254 outstanding as of December 31, 2025
    
3,030
      
2,986
  
Treasury stock, 5,862 common shares
    
(60,000
)
    
(60,000
)
Warrants
    
5,961,150
      
5,246,150
  
Additional paid-in capital
    
147,575,906
      
146,506,310
  
Accumulated deficit
    
(149,449,139
)
    
(145,826,144
)
                 
Total stockholders’ equity
    
4,030,947
      
5,869,302
  
                 
Total liabilities and stockholders' equity
  
$
12,289,582
      
20,724,177
  

FEMASYS INC.
Condensed Statements of Operations and Comprehensive Loss
(unaudited)
 
   
Three Months Ended June 30,
    
Six Months Ended June 30,
  
   
2026
    
2025
    
2026
    
2025
  
Sales
  
$
331,827
      
409,268
      
756,716
      
750,532
  
Cost of sales (excluding depreciation expense)
    
142,436
      
158,171
      
301,042
      
275,437
  
                                 
Operating expenses:
                                
Research and development
    
1,946,878
      
1,414,429
      
3,256,279
      
4,382,901
  
Sales and marketing
    
1,293,998
      
984,977
      
2,609,753
      
1,893,544
  
General and administrative
    
1,931,578
      
1,616,972
      
3,713,968
      
3,339,685
  
Depreciation and amortization
    
82,811
      
86,285
      
165,081
      
171,138
  
Total operating expenses
    
5,255,265
      
4,102,663
      
9,745,081
      
9,787,268
  
Loss from operations
    
(5,065,874
)
    
(3,851,566
)
    
(9,289,407
)
    
(9,312,173
)
Other income (expense):
                                
Interest income
    
19,694
      
17,144
      
69,521
      
36,173
  
Change in fair value of conversion option liability
    
219,000
      
—
      
1,732,413
      
—
  
Change in fair value of warrants liabilities
    
545,000
      
—
      
4,228,000
      
—
  
Interest expense
    
(186,050
)
    
(491,500
)
    
(362,657
)
    
(950,949
)
Other expense
    
—
      
(260,000
)
    
—
      
(260,000
)
Total other income (expense), net
    
597,644
      
(734,356
)
    
5,667,277
      
(1,174,776
)
Loss before income taxes
    
(4,468,230
)
    
(4,585,922
)
    
(3,622,130
)
    
(10,486,949
)
Income tax expense (benefit)
    
865
      
—
      
865
      
(4,188
)
                                 
Net loss
  
$
(4,469,095
)
    
(4,585,922
)
    
(3,622,995
)
    
(10,482,761
)
                                 
Net loss attributable to common stockholders
  
$
(4,469,095
)
    
(4,585,922
)
    
(3,622,995
)
    
(10,482,761
)
                                 
Basic and diluted loss per share
  
$
(1.33
)
    
(3.18
)
    
(1.08
)
    
(7.76
)
                                 
Weighted-average common shares outstanding, basic and diluted
    
3,357,117
      
1,444,036
      
3,344,767
      
1,351,264
  

About Femasys Inc.
Femasys is a leading biomedical innovator developing transformative fertility and non-surgical permanent birth control solutions designed to improve the standard of care, expand access, and reduce costs for women worldwide. The Company is focused on commercializing its fertility portfolio, led by FemaSeed® Intratubal Insemination, together with complementary diagnostic and sperm preparation products, in the U.S. and key international markets. Femasys is also advancing FemBloc®, its non-surgical, in-office permanent birth control solution, toward U.S. FDA approval through the ongoing FINALE pivotal trial (NCT05977751). FemBloc received regulatory approvals in Europe, the UK and New Zealand in 2025, supporting commercialization through strategic partnerships in select international markets. Femasys’ portfolio is supported by broad intellectual property protection and clinical data demonstrating favorable safety, encouraging effectiveness results, and high patient and practitioner satisfaction.

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

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, 2025, 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:
IR@femasys.com
Media@femasys.com