8-K

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 2, 2022

EVOFEM BIOSCIENCES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware	001-36754	20-8527075
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

12400 High Bluff Drive, Suite 600, San Diego, CA 92130

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code

(858) 550-1900

Not applicable.

(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 Instruction 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 Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.0001 per share	EVFM	The Nasdaq Stock Market LLC (Nasdaq Capital Market)
Series A Preferred Stock Purchase Rights, par value $0.0001 per share	N/A	The Nasdaq Stock Market LLC (Nasdaq Capital Market)

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 2, 2022, the Board of Directors (the “Board”) of Evofem Biosciences, Inc., a Delaware corporation (the “Company”), elected Jenny Yip, to the Board to fill the existing vacancy on the Board. Ms. Yip was appointed as a class III director with a term expiring at the 2023 annual meeting of stockholders.

In connection with her election to the Board, Ms. Yip entered into an indemnification agreement (the “Indemnification Agreement”) with the Company. The Indemnification Agreement is substantially the same as form of indemnification agreement that the Company has entered into with its other directors, a copy of which was filed as Exhibit 10.13 to the Company’s Registration Statement on Form S-1 (File No. 333-199449) filed with the SEC on October 17, 2017. The Indemnification Agreement provides that the Company will indemnify the relevant director for certain expenses, including attorneys’ fees, judgments, fines and settlement amounts incurred by her in any action or proceeding arising out of her service as a director.

There are no arrangements or understandings between Ms. Yip and any other person pursuant to which Ms. Yip was elected as a director.

A copy of the press release announcing Ms. Yip’s election is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release dated August 3, 2022
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.

	EVOFEM BIOSCIENCES, INC.
Date: August 3, 2022	By:	/s/ Justin J. File
		Justin J. File Chief Financial Officer

EX-99.1

Exhibit 99.1

Evofem Biosciences Strengthens Board of Directors

San Diego, CA, August 3, 2022 — Evofem Biosciences, Inc., (Nasdaq: EVFM) today announced the appointment of Jenny Yip, a Managing Partner at life sciences investment fundAdjuvant Capital, to its Board of Directors. The appointment of Ms. Yip as a director expands the Board from five to six independent directors.

"Now more than ever, this is the time to align and support organizations like Evofem with a sustainable future, which are dedicated to improving the lives of women. Evofem invested in a large, undervalued market opportunity with the first innovation in contraception in decades,” said Jenny Yip. “I look forward to working with Evofem’s Board and leadership team to deliver on the vast potential of Phexxi’s current and potential new indications, with a focus on increasing access for all women worldwide and protecting and building shareholder value."

In October 2020, Adjuvant Capital made a $25 million strategic investment to fund Evofem’s registrational Phase 3 clinical trial EVOGUARD evaluating Phexxi® (lactic acid, citric acid and potassium bitartrate) for two potential new indications - the prevention of chlamydia and gonorrhea in women. Top-line study results are expected this fall. The Adjuvant investment also provided funding to expand global market access for Phexxi and thus far, regulatory dossiers have been submitted in Ghana, Ethiopia, Mexico and Nigeria. This marks the largest single investment Adjuvant has made to date and cornerstones their investment in women’s health.

“Jenny Yip is a savvy investor and an advocate for women’s health across the world’s socio-economic spectrum. She understands the extraordinary untapped potential that exists for a hormone free birth control option, especially as many women begin to have their choices stripped from them,” said Saundra Pelletier, Chief Executive Officer of Evofem Biosciences. “Women WILL do whatever it takes to protect themselves and, in times of crisis, we gravitate towards safe, effective options, like Phexxi. Even the naysayers cannot deny the safety profile of a product that has no systemic activity in the body and does not alter the natural function of the ovaries.“

Ms. Yip has twenty years’ experience in venture capital and finance. In her role at Adjuvant Capital, she oversees several of the firm’s investments with a significant focus on women’s health. Previously, Ms. Yip was a Partner at the Bill and Melinda Gates Foundation Strategic Investment Fund. At the Gates Foundation, Ms. Yip led a number of investments and worked with a wide range of stakeholders across health and education to forward the Gates Foundation’s strategic priorities. Ms. Yip graduated magna cum laude from Harvard University with an AB in History of Science and resides in San Francisco, California with her husband and two young children.

About Evofem Biosciences

Evofem Biosciences, Inc., (Nasdaq: EVFM) is developing and commercializing innovative products to address unmet needs in women's sexual and reproductive health, including hormone-free, woman-controlled contraception and protection from chlamydia and gonorrhea. The Company's first FDA-approved product, Phexxi® (lactic acid, citric acid and potassium bitartrate), is a hormone-free, on-demand prescription contraceptive vaginal gel. It comes in a box of 12 pre-filled applicators and is applied 0-60 minutes before each act of sex. Learn more at phexxi.com and evofem.com.

Phexxi® is a registered trademark of Evofem Biosciences, Inc.

Forward-Looking Statements

This press release includes "forward-looking statements," within the meaning of the safe harbor for forward-looking statements provided by Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995 including, without limitation, evaluations and judgments regarding Evofem, its products, its product candidates and their development, its management teams, and potential shareholder value. Various factors could cause actual results to differ materially from those discussed or implied in the forward-looking statements, and you are cautioned not to place undue reliance on these forward-looking statements, which are current only as of the date of this press release. Each of these forward- looking statements involves risks and uncertainties. Important factors that could cause actual results to differ materially from those discussed or implied in the forward-looking statements, or that could impair the value of Evofem Biosciences' assets and business are disclosed in the Company's SEC filings, including its Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 10, 2022 and its Quarterly Report on Form 10-Q filed with the SEC on May 10, 2022. All forward-looking statements are expressly qualified in their entirety by such factors. The Company does not undertake any duty to update any forward-looking statement except as required by law.

Investor Relations Contact

Amy Raskopf

araskopf@evofem.com

Mobile: (917) 673-5775

Media Contact
media@evofem.com

###

XML

Cover	Aug. 02, 2022
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Aug. 02, 2022
Entity Registrant Name	EVOFEM BIOSCIENCES, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-36754
Entity Tax Identification Number	20-8527075
Entity Address, Address Line One	12400 High Bluff Drive
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92130
City Area Code	858
Local Phone Number	550-1900
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001618835
Common Stock
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	EVFM
Security Exchange Name	NASDAQ
Preferred Stock
Entity Information [Line Items]
Title of 12(b) Security	Series A Preferred Stock Purchase Rights, par value $0.0001 per share
No Trading Symbol Flag	false
Security Exchange Name	NASDAQ