Evofem amends terms on Adjuvant convertible notes

Evofem Biosciences, Inc. entered into a fourth amendment to its Securities Purchase Agreement with Adjuvant Global Health Technology Fund entities covering previously issued convertible promissory notes.

Rhea-AI Filing Summary

Evofem Biosciences, Inc. entered into a fourth amendment to its Securities Purchase Agreement with Adjuvant Global Health Technology Fund entities covering previously issued convertible promissory notes. The amendment sets the notes’ maturity as the earlier of six months after April 10, 2026, an Adjuvant‑elected change of control, or any contractual acceleration, and restricts prepayment before six months without Adjuvant’s written consent.

Insights

Credit and capital structure analyst

Evofem tightens terms on Adjuvant notes, clarifying near-term debt timing.

Evofem Biosciences and Adjuvant amended the existing Securities Purchase Agreement governing convertible promissory notes. The key change defines a new maturity trigger: the earlier of six months after April 10, 2026, an Adjuvant‑elected change of control, or acceleration under Section 8.

The amendment also bars prepayment within six months of the Effective Date without Adjuvant’s consent, limiting Evofem’s flexibility to retire this debt early. This keeps the notes outstanding for at least that period, unless a change of control or default‑style acceleration occurs.

Overall, this is a targeted legal and timing adjustment to existing financing, without disclosed note amounts or pricing in the excerpt. Its practical impact will depend on Evofem’s liquidity position and any future corporate transactions, as described in subsequent company disclosures.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Effective Date: April 10, 2026 Minimum period before prepayment: six months

2 metrics

Effective Date April 10, 2026 Start date for revised note maturity calculation

Minimum period before prepayment six months Notes cannot be prepaid within six months after April 10, 2026 without Adjuvant consent

Key Terms

Material Definitive Agreement, Securities Purchase Agreement, convertible promissory notes, Change of Control, +1 more

5 terms

Material Definitive Agreement regulatory

"Item 1.01 Entry into a Material Definitive Agreement Amendment to Securities Purchase Agreement"

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

Securities Purchase Agreement financial

"entered into a fourth amendment (the “Fourth Amendment”) to the Securities Purchase Agreement dated as of October 14, 2020"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

convertible promissory notes financial

"pursuant to which Adjuvant purchased from the Company certain convertible promissory notes (the “Notes”)."

A convertible promissory note is a loan a company takes that can later be turned into shares instead of being paid back in cash; think of lending money now in exchange for a voucher that can become ownership later. Investors care because it mixes credit risk and potential ownership upside—it can protect lenders if a company struggles while also diluting existing shareholders when converted, affecting future share value and investor returns.

Change of Control financial

"at the election of Adjuvant, the date of a consummation of a Change of Control (as defined in the Securities Purchase Agreement)"

A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

Maturity Date financial

"Section 8 (the “Maturity Date”, as per the Securities Purchase Agreement)."

The maturity date is the specific day when a loan, bond, or investment reaches its full term and the borrower must repay the borrowed amount in full. It is important for investors because it indicates when they will receive their initial money back and can plan their future financial steps accordingly. Think of it as the due date for a loan or the day a gift card or coupon expires.

FAQ

What agreement did Evofem Biosciences (EVFM) amend with Adjuvant on April 10, 2026?

Evofem Biosciences amended its existing Securities Purchase Agreement with Adjuvant funds that covers certain convertible promissory notes. The fourth amendment updates when those notes become due and payable and clarifies conditions tied to change of control events and potential acceleration under the agreement.

How did the April 2026 amendment change the maturity of Evofem’s Adjuvant notes?

The amendment sets the notes’ maturity as the earlier of six months after April 10, 2026, an Adjuvant‑elected change of control, or any acceleration under Section 8. This defines a clearer timeframe and event-based triggers for when the notes must be paid in full by Evofem.

Can Evofem Biosciences (EVFM) prepay the Adjuvant convertible notes after the amendment?

Under the amendment, Evofem may not prepay the notes before six months after April 10, 2026, without Adjuvant’s prior written consent. This restriction ensures the notes remain outstanding for at least that initial six‑month period unless a qualifying change of control or acceleration event occurs.

Who are the Adjuvant entities involved in Evofem Biosciences’ amended note agreement?

The counterparties are Adjuvant Global Health Technology Fund, L.P. and Adjuvant Global Health Technology Fund DE, L.P. Together referred to as “Adjuvant,” they previously purchased convertible promissory notes from Evofem and now agreed to the fourth amendment governing those securities’ key terms.

What is the Effective Date of Evofem Biosciences’ fourth amendment with Adjuvant?

The Effective Date of the fourth amendment is April 10, 2026. This date anchors the revised maturity calculation for the convertible notes, which now become due the earlier of six months after that date, an Adjuvant‑elected change of control, or an acceleration event under Section 8.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/16/2026 - 04:05 PM Learn about SEC filing dates

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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): April 10, 2026

EVOFEM BIOSCIENCES, INC.

(Exact name of registrant as specified in its charter)

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

7770 Regents Road, Suite 113-618

San Diego, California 92122

(Address of principal executive offices)

(858) 550-1900

(Registrant’s telephone number, including area code)

N/A

(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:

☐	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 exchange on which registered
None

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 1.01 Entry into a Material Definitive Agreement

Amendment to Securities Purchase Agreement

On April 10, 2026 (the “Effective Date”), Evofem Biosciences, Inc. (the “Company”), Adjuvant Global Health Technology Fund, L.P., and Adjuvant Global Health Technology Fund DE, L.P. (together, “Adjuvant”) entered into a fourth amendment (the “Fourth Amendment”) to the Securities Purchase Agreement dated as of October 14, 2020, as amended, pursuant to which Adjuvant purchased from the Company certain convertible promissory notes (the “Notes”).

The Fourth Amendment amends certain provisions within the Securities Purchase Agreement including updating the date that the Notes will be payable in full to the earlier of (a) six months after the Effective Date, (b) at the election of Adjuvant, the date of a consummation of a Change of Control (as defined in the Securities Purchase Agreement), and (c) the date of any acceleration of the Notes in accordance with Section 8 (the “Maturity Date”, as per the Securities Purchase Agreement). The Notes may not be prepaid prior to the date that is six months after the Effective Date without prior written consent of Adjuvant.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Fourth Amendment to Securities Purchase Agreement dated as of April 10, 2026
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.
Dated: April 16, 2026	By:	/s/ Saundra Pelletier
		Saundra Pelletier
		Chief Executive Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 34.2 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB