Failure to Satisfy Listing Rule Form 8 K

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

Evofem Biosciences, Inc. (the "Company") received a written notice (the "OTC Notice"), dated August 28, 2024, from the OTC Markets Group ("OTC") notifying the Company that, because the closing bid price for the Company's common stock was below $0.01 per share for 30 consecutive trading days, the Company is not currently in compliance with the minimum bid price requirement for continued listing on OTCQB Venture Market ("OTCQB"), as set forth in the OTCQB listing standards, section 2.3 (the "Minimum Bid Price Requirement").

The OTC Notice has no immediate effect on the listing of the Company's common stock on OTCQB, and, therefore, the Company's listing remains fully effective.

In accordance with OTCQB Listing Standards, Section 4.1 the Company has a compliance period of 90 calendar days, or until November 26, 2024, to regain compliance with the Minimum Bid Price Requirement. Compliance may be achieved if the Company's bid price is equal to or greater than $0.01 for ten consecutive trading days at any time during the 90-day compliance period, in which case OTC will notify the Company of its compliance and the matter will be closed.

If the Company does not regain compliance with the Minimum Bid Price Requirement by November 26, 2024, OTC will provide written notification to the Company that its common stock will be removed from OTCQB.

The Company intends to continue actively monitoring the closing bid price for the Company's common stock between now and November 26, 2024, and will consider available options to resolve the deficiency and regain compliance with the Minimum Bid Price Requirement. There can be no assurance that the Company will be successful in maintaining the listing of its common stock on the OTCQB.

Except for the factual statements made herein, information contained in this report consists of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks, uncertainties and assumptions that are difficult to predict. Words such as "will," "may," "intends," "potential," and similar expressions, or the use of future tense, identify forward-looking statements, but their absence does not mean that a statement is not forward-looking. Such forward-looking statements are not guarantees of performance and actual actions or events could differ materially from those contained in such statements. For example, there can be no assurance that the Company will regain compliance with the Minimum Bid Requirement during the relevant compliance period or in the future, or otherwise meet OTCQB compliance standards thereafter. The forward-looking statements contained in this Current Report on Form 8-K (this "Report") speak only as of the date of this Report and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this Report, unless required by law.