03/27/2026 | Press release | Distributed by Public on 03/27/2026 15:01
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Series D-1 Warrants | $0.58(1) | 03/19/2026 | A | 34,122 | 03/19/2026 | 03/19/2036 | Common stock, par value $0.001 per share | 34,122(2) | (3) | 34,122 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Elefant Dov C/O FEMASYS INC. 3950 JOHNS CREEK COURT, SUITE 100 SUWANEE, GA 30024 |
Chief Financial Officer | |||
| /s/ Kathy Lee-Sepsick, Attorney-in-fact | 03/27/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Holder may, at its option, exercise the Series D-1 Warrants, subject to the terms and conditions thereof, at an initial exercise price of $0.58 per share of Common Stock. The exercise price is subject to adjustment in accordance with the terms of the Series D-1 Warrants and will be subject to standard adjustments in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transactions. |
| (2) | The Holder's ability to exercise the subject Warrant for shares of Common Stock is subject to certain limitations, in accordance with rules of the Nasdaq Capital Market. |
| (3) | The reported securities were issued to the reporting person in a private placement as consideration in connection with that certain Omnibus Amendment and Consent Agreement, dated as of March 19, 2026 by and among the Company, the reporting person and the other parties thereto. |