UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 20, 2023, Evofem Biosciences, Inc. (the “Company”) convened its 2023 Annual Meeting of Stockholders (the “Annual Meeting”) being held to consider and vote on the following items:
| (1) | To elect one director to serve a three-year term expiring 2026; and |
| (2) | To approve, on a non-binding advisory basis, the compensation of our named executive officers. |
The foregoing proposals are more fully described in the Definitive Proxy Statement on Schedule 14A filed by the Company with the Securities and Exchange Commission (the “Commission”) on May 1, 2023, which information is incorporated herein by reference.
At the close of business on April 24, 2023, the record date for the Annual Meeting, there were 215,961,346 shares of Company common stock issued and outstanding, which constituted all of the issued and outstanding capital stock of the Company as of the record date. At the Annual Meeting, 61,188,304 of the Company’s 215,961,346 outstanding shares of common stock entitled to vote as of the record date, or approximately 28%, were represented by proxy or in person (virtually), and, therefore, a quorum was not present.
Due to difficulties securing votes from a significant number of the Company’s stockholders and in accordance with the Company’s Bylaws, the Board of Directors approved to postpone the Annual Meeting to a later date to allow for the solicitation of the requisite votes.
Accordingly, the Annual Meeting was convened and adjourned without any business being conducted, due to lack of quorum with respect to all proposals. The Annual Meeting will resume at 8:00 am. Pacific Standard Time, on September 14, 2023, via the Internet. The Company will set a new Record Date and will resend proxy cards to solicit votes as of that date.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101). |
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: | June 20, 2023 | By: | /s/ Saundra Pelletier |
| Name: | Saundra
Pelletier | ||
| Title: | Chief Executive Officer | ||