EVFM 2018 Proxy Statement

18 (4) All Other Compensation for Ms. Knudson in 2017 and 2016 includes premiums paid for group term life insurance of $1,010. (5) In February 2016, Ms. Knudson received an option to purchase up to 7,500 shares of the Company’s common stock with a four-year vesting schedule. (6) In March 2017, Ms. Feldman received options to purchase up to 15,000 shares of the Company’s common stock with a performance-based vesting schedule, all of which were vested on December 31, 2017. In June 2017, Ms. Feldman received options to purchase up to 23,332 shares of the Company’s common stock with a two-year vesting schedule. (7) All Other Compensation for Ms. Feldman in 2017 and 2016 includes premiums paid for group term life insurance of $539. (8) In February 2016, Ms. Feldman received an option to purchase up to 4,166 shares of the Company’s common stock with a four-year vesting schedule. (9) All Other Compensation for Ms. Pelletier in 2017 and 2016 includes premiums paid for group term life insurance of $810 and $1,621, respectively. (10) On September 28, 2016, Ms. Pelletier received (i) options to purchase up to 750,000 and 500,000 shares of Evofem Operations common stock with a three-year vesting schedule and a four-year vesting schedule, respectively, pursuant to which the unvested shares under each option grant agreement will become fully vested and exercisable upon a “change in control” (as defined in the agreements) and (ii) a fully vested option to purchase up to 389,404 shares of Evofem Operations common stock. Each such option has been exchanged for an option to purchase shares of the Company’s common stock, equal to approximately 0.1540 multiplied by the number of Evofem Operations common stock issuable upon the exercise of the option to purchase shares of Evofem Operations common stock, on the same terms, in accordance with the terms of the Merger Agreement. (11) All Other Compensation for Mr. File in 2017 and 2016 includes premiums paid for group term life insurance of $810 and $1,185, respectively. (12) On September 28, 2016, Mr. File received options to purchase up to 500,000 and 400,000 shares of Evofem Operations common stock with a three-year vesting schedule and a four-year vesting schedule, respectively, pursuant to which the unvested shares under each option grant agreement will become fully vested and exercisable upon a “change in control” (as defined in the agreements). Each such option has been exchanged for an option to purchase shares of the Company’s common stock, equal to approximately 0.1540 multiplied by the number of Evofem Operations common stock issuable upon the exercise of the option to purchase shares of Evofem Operations common stock, on the same terms, in accordance with the terms of the Merger Agreement. (13) All Other Compensation for Dr. Culwell in 2017 and 2016 includes premiums paid for group term life insurance of $540 and $675, respectively. (14) On September 28, 2016, Dr. Culwell received an option to purchase up to 300,000 shares of Evofem Operations common stock with a three-year vesting schedule, pursuant to which the unvested shares under such option grant agreement will become fully vested and exercisable upon a “change in control” (as defined in the agreement), and such option has been exchanged for an option to purchase shares of the Company’s common stock, equal to approximately 0.1540 multiplied by the number of Evofem Operations common stock issuable upon the exercise of the option to purchase shares of Evofem Operations common stock, on the same terms, in accordance with the terms of the Merger Agreement. The exchange ratios noted above were adjusted to reflect the Reverse Split. Narrative Disclosure to Summary Compensation Table Employment, Severance and Separation Agreements Susan A. Knudson Employment Agreement and Golden Parachute Compensation On October 15, 2014, the Company entered into an executive employment agreement with Ms. Knudson which provided that, if Ms. Knudson was terminated by us without cause or if she resigned for good reason, she was entitled to a severance package consisting of (a) a payment equal to six months of her then in effect base salary payable in accordance with our regular payroll cycle beginning on the first regular payday occurring 60 days following the termination date and (b) payment by us of the premiums required to continue Ms. Knudson’s group health coverage for a period of six months following termination. On January 31, 2018, after the Merger, Ms. Knudson’s employment with us was terminated, pursuant to the Separation and Release Agreement entered into by the Company and Ms. Knudson on January 17, 2018, which provided that in the event that Ms. Knudson was terminated within 12 months following a change in control, she was entitled to a severance package consisting of (a) a lump sum payment equal to $317,000, or 12 months of her then in effect base salary,