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 Se…

Unregistered Sales of Equity Securities The matters described in

Entry into a Material Definitive Agreement. Private Placement On August 7, 2026, Femasys Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited investors (the “Purchasers”), pursuant to which the Company agreed to issue and sell to the Purchasers in a private placement (the “Private Placement”) an aggregate of (i) 5,013,559 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), (ii) pre-funded warran…

Material Modification to Rights of Security Holders. 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. The Amendment became effective at 8:40 a.m. Eastern Time on June 5, 2026 (the “Effective Time”). The Amendment was authorized by the stockh…

Results of Operations and Financial Condition. On May 8, 2026 Femasys Inc. (the “Company”) announced its financial results for the quarter ended March 31, 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 Secti…

Chief Operating Officer — John Canning: The company hired a new Chief Operating Officer with significant industry experience.

Results of Operations and Financial Condition. On March 31, 2026 Femasys Inc. (the “Company”) announced its financial results for the year ended December 31, 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 Se…

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. The Series D-1 Warrants are being acquired for the recipients' own accounts and not with a view towards, or for resale in connec…

Director — Joshua Silverman: Joshua Silverman resigned as a director, and Kenneth D. Eichenbaum was appointed to the Board.

Entry into a Material Definitive Agreement. As previously announced, pursuant to the Securities Purchase Agreement dated as of November 3, 2025, by and among Femasys Inc. (the “Company”) and the other lenders party thereto (the “Securities Purchase Agreement”), the Company issued to the lenders party to the Securities Purchase Agreement (the “Lenders”) certain (i) Senior Secured Convertible Notes (each, a "Note"), (ii) Series A-1 Warrants, (iii) Series B-1 Warrants, and (iv) Series C-1 Warran…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously reported, on 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”). In accordance with Nasdaq Listin…

Other Events. On December 23, 2025, Femasys Inc. (the “ Company ”) filed a prospectus supplement for the offer and sale of shares (the “ Shares ”) of its common stock, par value $0.001 per share (the “ Common Stock ”), having an aggregate offering price of up to $9,800,000, pursuant to the Equity Distribution Agreement (the “ Equity Distribution Agreement ”), dated July 1, 2022, with Piper Sandler & Co. (the “ Sales Agent ”) under which the Company may offer and sell Shares, from time to time…

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 purpos…

Unregistered Sales of Equity Securities The matters described in

Entry into a Material Definitive Agreement. On November 3, 2025, 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 secured convertible notes (the “Notes”) convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) at a conversion price of $0.73 per share, (ii) Series A-1 Warrants to…

Other Events On November 3, 2025, Femasys Inc. (the “Company”) issued a press release announcing that Femasys Secures FDA Approval to Advance Final FemBloc Trial Phase and $12 Million Financing, with Potential to Reach $58 Million. 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.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on 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 pursua…

Chief Operating Officer — Daniel Currie: Daniel Currie, the Chief Operating Officer, is retiring due to personal health considerations and a desire to focus on family.

Forward-Looking Statements Statements contained in this report regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements about the Company’s expectations with respect to the closing of the Offering, the gross proceeds the Company expects to receive from the Offering, and all other statements that are not statements of historical facts. Because such state…

Entry into a Material Definitive Agreement. On August 25, 2025, Femasys Inc. (the “ Company ”) entered into an underwriting agreement (the “ Underwriting Agreement ”) with JonesTrading Institutional Services LLC and Laidlaw & Company (UK) Ltd. (the “ Underwriters ”), relating to an underwritten public offering (the “ Offering ”) of 10,434,586 shares of the Company’s common stock, par value $0.001 per share (“ Common Stock ”), and pre-funded warrants (the “ Pre-Funded Warrants ”) to purchase 1…

Results of Operations and Financial Condition. Other Events On August 8, 2025, Femasys Inc. (the “Company”) announced its financial results for the quarter ended June 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 p…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On 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 effec…

Entry into a Material Definitive Agreement. On June 30, 2025, Femasys Inc. (the “ Company ”) entered into an Any Market Purchase Agreement (the “ Purchase Agreement ”) with Alumni Capital LP (the “ Purchaser ”), whereby the Company has the right, but not the obligation, to sell to the Purchaser, and the Purchaser is obligated to purchase, up to an aggregate of $10 million (the “ Investment Amount ”) of shares (the “ AMPA Shares ”) of the Company’s common stock, $0.001 par value per share (“ C…

Forward-Looking Statements Statements contained in this report regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “pending,” “intend,” “believ…

Entry into a Material Definitive Agreement. Underwritten Offering On May 29, 2025, Femasys Inc. (the “ Company ”) entered into an underwriting agreement (the “ Underwriting Agreement ”) with JonesTrading Institutional Services LLC (the “ Underwriter ”), relating to an underwritten public offering of 3,600,000 shares of the Company’s common stock, par value $0.001 per share (“ Common Stock ”), at a public offering price of $0.85 per share (the “ Underwritten Offering ”). In addition, the Compa…