FEMASYS INC 8-K

What Happened
Femasys Inc. filed a Certificate of Amendment to its Certificate of Incorporation to effect a 1-for-20 reverse stock split of its outstanding common stock. The amendment, approved by stockholders at a special meeting on April 29, 2026, became effective at 8:40 a.m. Eastern Time on June 5, 2026. The company’s common stock will begin trading on The Nasdaq Capital Market on a split-adjusted basis when the market opens on June 8, 2026.

Key Details

• Reverse split ratio: 1-for-20 (every 20 issued and outstanding shares combined into one share).
• Effective time/date: 8:40 a.m. ET on June 5, 2026; Nasdaq trading adjusted on June 8, 2026.
• Fractional shares: No fractional shares issued; fractional interests will be rounded up to the next whole share at the DTC participant level.
• Equity adjustments: Par value unchanged; per-share exercise prices and/or number of shares for outstanding stock options, RSUs and warrants will be adjusted proportionately (resulting in fewer shares reserved and higher exercise prices where applicable).
• New CUSIP: 31447E204.

Why It Matters
The reverse split reduces the number of outstanding shares and increases the per-share price proportionately, but does not change a stockholder’s percentage ownership except for minor effects from fractional-share rounding. Outstanding equity awards and the equity plan reserve have been adjusted to reflect the split, which affects the number of shares issuable and the exercise prices for options and warrants. Investors should note the adjusted trading on Nasdaq beginning June 8, 2026, and review their position statements or brokerage accounts for updated share counts and option/RSU terms.