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


Shares of Evofem Biosciences, Inc.'s (the "Company") common stock, par value $0.0001 per share, began trading on the OTCQB® Venture Market (the "OTCQB") of the OTC Markets Group, Inc., a centralized electronic quotation service for over-the-counter securities., effective October 3, 2022. Following the final notice from the Listing Qualifications Department of the Nasdaq Stock Market LLC ("Nasdaq") that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2), or the "Bid Price Rule," which requires the Company's listed securities to maintain a minimum bid price of $1.00 per share, the Board of Directors of the Company determined to submit an application to transfer trading of the common stock to the OTCQB, which application was accepted.

The Company plans to continue to file all periodic reports pursuant to the Securities Exchange Act of 1934 (the "Exchange Act"), including those on Forms 10-K, 10-Q and 8-K, and will remain subject to all SEC rules and regulations applicable to reporting companies under the Exchange Act.

A copy of the Press Release that includes the announcement of the above is furnished herewith as Exhibit 99.1.




Item 9.01.     Financial Statements and Exhibits.



(d) Exhibits

Exhibit No.    Description
99.1             Press Release.





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