Dare Bioscience, Inc. — Proxy Solicitation & Information Statement 2016

Apr 28, 2016

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SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant þ Filed by a Party other than the Registrant o

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o	Preliminary Proxy Statement
o	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o	Definitive Proxy Statement
þ	Definitive Additional Materials
o	Soliciting Material Pursuant to § 240.14a-12

CERULEAN PHARMA INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

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***** E** x ercise Y our Right to V **ote *****

Impo r tant Notice Rega r ding the A vailability of P r o xy Materials f or the

Stockholder Meeting to Be Held on J une 22, 2016.

	CERULEAN PHARMA INC.	Meeting Information — Meeting Type:	Annual Meeting
		For holders as of:	April 25, 2016
		Date: June 22, 2016	Time: 9:30 AM, Eastern Time
		Location:	The company's offices 35 Gatehouse Drive Waltham, MA 02451
●	CERULEAN PHARMA INC. 35 GATEHOUSE DRIVE WALTHAM, MA 02451	You are receiving this communication because you hold shares in the company named above. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting.
		See the r e v erse side of this notice to obtain p r o xy materials and v oting instructions.

H o w to Access the P r o xy Materials

Proxy Materials Available to VIEW or RECEIVE: N O TICE AND P R O XY S TA TEMENT FORM 10-K LETTER T O S T OCKHOLDERS H o w to Vi e w Online: H a v e the in f ormation that is printed in the b o x mar k ed b y the a r r o w (locate d o n th e f oll o win g page ) an d visit : ww w .p ro xyvot e .com. H o w to Request and Recei v e a P APER or E-MAIL Co p y: If y ou want to r ecei v e a p a per or e-mail co p y of these documents, y ou m ust r equest on e . The r e is NO charge f or r equesting a co p y . Please choose one of the f oll o wing methods to ma k e y our r equest: 1) BY INTERNET : ww w .p r o xy v ot e .com 2) BY TELEPHONE : 1-800-579-1639 3) BY E-MAIL* : sendmaterial@p r o xy v ot e .com * If r equesting materials b y e-mail, please send a blank e-mail with the in f ormation that is printed in the b o x mar k ed b y the a r r o w (located on the f oll o wing page) in the subject lin e . Requests, instructions and other inquiries sent to this e-mail a d d r ess will N O T be f orwa r ded to y our i n v estment adviso r . Please ma k e the r equest as instructed ab o v e on or be f o r e J une 8, 2016 to facilitate time l y deli v e r y .

Please Choose One of the F oll o wing V oting Methods

●
Vote By Internet: To vote now by internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow (located on the following page) available and follow the instructions.
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

Voting Items The Boa r d of Di r ectors r ecommends you vote FOR the following p r oposals: 1. Election of Di r ectors Nominees: 1a. Alan L. Crane 1b. David R. Parkinson 1c. David R. W alt 2. T o ratify the selection of Deloitte & T ouche LLP as Cerulean Pharma Inc.'s independent auditors for the fiscal year ending December 31, 2016. NOTE: I n thei r disc r etion , th e P r oxie s a r e authorize d t o vot e upo n suc h othe r busines s a s ma y p r operl y com e befo r e th e meetin g o r an y adjou r nmen t the r eof.