{"url_path":"/sec/femy/8-k/2026-08-11/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 Unregistered Sales of Equity Securities","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-08-11","source_url":"https://www.sec.gov/Archives/edgar/data/1339005/0001140361-26-032247-index.html","accession_number":"0001140361-26-032247","cik":"0001339005","ticker":"FEMY","issuer_name":"FEMASYS INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/1339005/0001140361-26-032247-index.html","primary_entity_key":"0001339005","primary_entity_name":"FEMASYS INC"},"word_count":212,"has_tables":true,"body_markdown":"Item 3.02\n\nUnregistered Sales of Equity Securities\n\nThe matters described in Item 1.01 of this Current Report on Form 8-K related to the Private Placement are incorporated herein by reference. The Private Placement is\nexempt from the registration requirements of the Securities Act pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D of the Securities Act\nand in reliance on similar exemptions under applicable state laws. Each of the Purchasers has represented to the Company that it is an accredited investor within the meaning of Rule 501(a) of Regulation D and that it is acquiring the Securities for\ninvestment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof. The Securities are being offered without any general solicitation by the Company or its representatives.\n\nThis Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the Securities in any state or\njurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction."}