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Lisa Rarick

Director at Evofem BiosciencesEvofem Biosciences
Board

About Lisa Rarick

Lisa Rarick, M.D., F.A.C.O.G. (age 65) is an independent director of Evofem Biosciences, serving since February 2020. She is an obstetrician/gynecologist and regulatory affairs expert with 35 years in women’s health and 15 years in senior roles at the U.S. FDA; she holds a B.S. and M.D. from Loma Linda University and completed her OB/GYN residency at Georgetown University . She currently serves on Evofem’s Nominating and Corporate Governance Committee and is classified as independent under Nasdaq standards .

Past Roles

OrganizationRoleTenureCommittees/Impact
U.S. Food and Drug Administration (CDER)Medical Officer; Director, Division of Reproductive & Urologic Products (DRUP); Deputy Director, Office of Drug Evaluation 2; Associate Director, Office of the Center Director1988–final year in Office of Women’s Health focusLed regulatory oversight across reproductive health products; focused on HIV prevention, pregnancy prevention, pre/post-pregnancy care, and menopausal therapy in final year
Family Planning Clinical CareClinical provider2020–2023Direct patient care in family planning
Alliance Partners 360Board Director2017–2019Board service (private)

External Roles

OrganizationRoleTenureCommittees/Impact
NICHD Contraceptive Development Branch (Scientific Advisory Committee)MemberSince 2004Scientific advisory input on contraceptive development
Other Current Public Company BoardsNone listed for Dr. Rarick in EVFM proxy

Board Governance

  • Class and tenure: Class I director; nominated for re‑election at 2025 annual meeting; director since Feb 2020 .
  • Committee assignments: Member, Nominating & Corporate Governance Committee; committee chaired by Kim Kamdar; 0 committee meetings held in 2024 .
  • Independence: Board determined Dr. Rarick is independent under Nasdaq rules; audit and compensation committees consist solely of independent directors .
  • Attendance and engagement: Board held 15 meetings in 2024; independent directors meet in executive session with each regular board meeting; all directors attended 95% of board meetings and 100% of the committees on which they served in 2024 .
  • Audit Committee context: Audit Committee held 4 meetings in 2024; chaired by Colin Rutherford (audit committee financial expert) .

Fixed Compensation

YearCash Fees EarnedEquity Awards ($)Option Awards ($)Total
2024$55,000$55,000

Director compensation policy (amended Feb 2022, effective Apr 1, 2022):

ComponentAmount
Annual cash retainer (non‑employee director)$40,000
Board Chair retainer$30,000
Audit Chair / Member$20,000 / $10,000
Compensation Chair / Member$15,000 / $7,500
Nominating & Governance Chair / Member$10,000 / $5,000

Notes:

  • No equity awards were granted to non‑employee directors in 2023 or 2024 due to the low stock price; $0.5 million of director fees remained unpaid and were in accrued expenses at year‑end 2024 (liquidity signal) .

Performance Compensation

  • Annual director option policy: Initial grant 48 shares at appointment (vests quarterly over 3 years); annual option grant 48 shares at each annual meeting (fully vest after one year). No annual grants have been made since 2022 due to stock price .
  • Outstanding options (as of Dec 31, 2024) for Dr. Rarick: | Options Exercisable | Exercise Price | Grant Date | Expiration | |---|---:|---|---| | 47 | $2,343.75 | 5/12/2021 | 5/12/2031 | | 48 | $308.75 | 5/4/2022 | 5/4/2032 | | 40 | $10,968.75 | 2/25/2020 | 2/25/2030 | | 26 | $9,487.50 | 5/12/2020 | 5/12/2030 |

No performance metrics (TSR, revenue, EBITDA, ESG goals) are tied to director compensation in the proxy; director equity awards are time‑vested options as described .

Other Directorships & Interlocks

CompanyTypeRoleOverlap/Interlock
None (public companies)No current public company directorships disclosed
Alliance Partners 360PrivateDirector (2017–2019)No related party transactions disclosed with EVFM

Expertise & Qualifications

  • Obstetrician/gynecologist and regulatory affairs expert; extensive FDA leadership experience across reproductive health product oversight .
  • Education: B.S. and M.D., Loma Linda University; OB/GYN residency, Georgetown University .
  • Women’s health domain expertise aligned with Evofem’s focus; cited by Board as key qualification .

Equity Ownership

HolderShares Beneficially Owned% of ClassComposition
Lisa Rarick, M.D.167<1%5 shares directly; 162 shares via options exercisable within 60 days of Oct 24, 2025
Common Shares Outstanding (Record Date)126,685,925Total common shares outstanding as of Oct 24, 2025

Section 16 compliance: The company reported that directors and officers complied with applicable Section 16(a) reporting requirements in 2024; no delinquent filings noted .

Governance Assessment

  • Strengths

    • Independence and domain expertise: Board affirmed Dr. Rarick’s independence; her deep FDA and women’s health background aligns with Evofem’s regulatory and product landscape .
    • Attendance: High engagement with 95% board meeting attendance and 100% committee attendance in 2024; regular executive sessions enhance independent oversight .
    • No related‑party transactions: Audit Committee policies in place; no director‑related transactions above thresholds in 2023–2025 to date .
  • Watch‑Items / RED FLAGS

    • Committee activity: Nominating & Governance Committee (where Dr. Rarick serves) held 0 meetings in 2024; Compensation Committee also held 0. In periods of board refresh and financial stress, limited committee cadence may undercut formal oversight processes .
    • Unpaid director fees: $0.5 million owed to non‑employee directors at year‑end 2024 suggests liquidity strain and may impact director alignment or retention .
    • Diminished equity alignment: No director equity grants in 2023–2024; Dr. Rarick’s ownership is minimal (<1%), with legacy options outstanding but no recent refresh, reducing pay‑for‑performance linkage for directors .

Overall, Dr. Rarick brings strong regulatory and women’s health expertise with confirmed independence and solid attendance, but the combination of limited committee meeting activity, unpaid fees, and lack of recent equity grants presents governance quality concerns and potential signals for investor caution in assessing board effectiveness at EVFM .