---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-032781"
form_type: "8-K"
ticker: "EVFM"
cik: "0001618835"
company_name: "Evofem Biosciences, Inc."
filed_at: "2023-09-15T23:59:59+00:00"
generated_at: "2026-06-10T16:21:26.540486+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# Evofem shareholders approve increase in authorized common shares to 3 billion

## Summary
- Authorized common shares increased to 3,000,000,000 (from previous amount) effective Sept 15, 2023.
- Saundra Pelletier re-elected as Class III director; advisory say-on-pay approved with 4.75M votes for.
- BPM LLP ratified as independent auditor for FY 2023; all proposals passed with large majorities.
- Meeting quorum: 5,011,486 votes (58.6% of eligible) with common stock holders representing 13%.
- Massive authorized share increase signals potential substantial dilution for existing shareholders.

## SEC filing metadata
- accession: 0001493152-23-032781
- form_type: 8-K
- ticker: EVFM
- cik: 0001618835
- company_name: Evofem Biosciences, Inc.
- filed_at: 2023-09-15T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1618835/000149315223032781/0001493152-23-032781-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1618835/000149315223032781/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-032781
- JSON: https://secwatch.observer/filing/0001493152-23-032781.json
- Plain text: https://secwatch.observer/filing/0001493152-23-032781.txt

## Key facts
- Governance Changes
  Evofem Biosciences, Inc.: Increased total authorized common shares to 3,000,000,000 (effective 2023-09-15).
  - Change: charter amendment
  - Effective: 2023-09-15
  source text: the Company’s stockholders approved a resolution to amend the Company’s existing Amended and Restated Certificate of Incorporation (“Certificate”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1618835/000149315223032781/0001493152-23-032781-index.htm
- Shareholder Votes
  Evofem Biosciences, Inc. shareholders approved Ratification of the appointment of BPM LLP as the Company's Independent Registered Public Accounting firm for the year ending December 31, 2023 at the 2023-09-14 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-09-14
  source text: Proposal 4 Ratification of the appointment of BPM LLP as the Company’s Independent Registered Public Accounting firm for the year ending December 31, 2023. Votes For Votes Against Votes Withheld Broker Non-Vote 4,943,298 34,100 34,088 -
  evidence_url: https://www.sec.gov/Archives/edgar/data/1618835/000149315223032781/0001493152-23-032781-index.htm
- Shareholder Votes
  Evofem Biosciences, Inc. shareholders approved Approval, on a non-binding advisory basis, of the compensation of our named executive officers at the 2023-09-14 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-09-14
  source text: Proposal 2 Approval, on a non-binding advisory basis, of the compensation of our named executive officers. Votes For Votes Against Votes Withheld Broker Non-Vote 4,754,413 185,842 71,231 -
  evidence_url: https://www.sec.gov/Archives/edgar/data/1618835/000149315223032781/0001493152-23-032781-index.htm
- Shareholder Votes
  Evofem Biosciences, Inc. shareholders approved Election of Saundra Pelletier as a Class III director at the 2023-09-14 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-09-14
  source text: Proposal 1 Election of the following nominee as a Class III director of the company, to serve a three-year term until the 2026 Annual Meeting of Stockholders and until her successor is duly elected and qualified. Votes For Votes Against Votes Withheld Broker Non-Vote Saundra Pelletier 4,821,109 - 190,377 -
  evidence_url: https://www.sec.gov/Archives/edgar/data/1618835/000149315223032781/0001493152-23-032781-index.htm
- Shareholder Votes
  Evofem Biosciences, Inc. shareholders approved Approval of the amendment to the Company's Restated Certificate to authorize an increase in the total number of common shares authorized to 3,000,000,000 at the 2023-09-14 meeting.
  - Proposal: charter amendment
  - Outcome: passed
  - Meeting: 2023-09-14
  source text: Proposal 3 Approval of the amendment unanimously approved by the Company’s board of directors to the Company’s Restated Certificate to authorize an increase in the total number of common shares authorized to 3,000,000,000. Votes For Votes Against Votes Withheld Broker Non-Vote 4,722,280 271,079 18,127 -
  evidence_url: https://www.sec.gov/Archives/edgar/data/1618835/000149315223032781/0001493152-23-032781-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
