TherapeuticsMD, Inc. — Remuneration Information 2017

Apr 25, 2017

DEFA14A 1 txmd-defa14a_061617.htm ADDITIONAL DEFINITIVE PROXY SOLICITING MATERIALS Field: Rule-Page

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. ____)

Filed by the Registrant ☒ Filed by a party other than the Registrant ☐

Check the appropriate box:

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

TherapeuticsMD, Inc.

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒	No fee required.
☐	Fee computed on table below per Exchange
Act Rules 14a-6(i)(1) and 0-11.
	1)	Title
of each class of securities to which transaction applies:
	2)	Aggregate
number of securities to which transaction applies:
	3)	Per
unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the
amount on which the filing fee is calculated and state how it was determined):
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☐	Fee paid previously with preliminary materials.
☐	Check box if any part of the fee is offset
as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify
the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
	1)	Amount
previously paid:
	2)	Form,
Schedule or Registration Statement No.:
	3)	Filing
party:
	4)	Date
Filed:

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* Exercise Your Right to Vote *Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on June 16, 2017.

| THERAPEUTICSMD,
INC. | Meeting
Information | |
| --- | --- | --- |
| | Meeting
Type: | Annual Meeting |
| | For
holders as of: | April 17, 2017 |
| | Date: June
16, 2017 Time: 8:00 a.m., Local Time | |
| THERAPEUTICSMD,
INC. 6800
BROKEN SOUND PKWY NW, THIRD FLOOR BOCA RATON, FL 33487 | Location: | Renaissance
Boca Raton Hotel 2000 NW 19th Street Boca Raton, Florida 33431 |
| | 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 reverse side of this notice to obtain proxy materials and voting instructions. | |

E26909-P90685

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How to
Access the Proxy Materials

| Proxy Materials
Available to VIEW or RECEIVE: | | |
| --- | --- | --- |
| NOTICE AND PROXY STATEMENT
FORM 10-K | | |
| How to View Online: | | |
| Have
the information that is printed in the box marked by the arrow (located
on the following page) and visit: www.proxyvote.com. | | |
| How to Request and
Receive a PAPER or E-MAIL Copy: | | |
| If you
want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge
for requesting a copy. Please choose one of the following methods to make your request: | | |
| 1) | BY INTERNET : | www.proxyvote.com |
| 2) | BY TELEPHONE : | 1-800-579-1639 |
| 3) | BY E-MAIL* : | sendmaterial@proxyvote.com |
| * If
requesting materials by e-mail, please send a blank e-mail with the information that
is printed in the box marked by the arrow (located
on the following page) in the subject line. | | |
| Requests,
instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment
advisor. Please make the request as instructed above on or before June 2, 2017 to facilitate timely
delivery. | | |

Please
Choose One of the Following Voting Methods

| Vote
In Person: Many stockholder meetings have attendance requirements including, but not limited to,
the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting
materials for any special requirements for meeting attendance. At the meeting, you will need to request
a ballot to vote these shares. |
| --- |
| 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. |

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| Voting
Items | | | |
| --- | --- | --- | --- |
| The Board of Directors
recommends you vote FOR the following: | | | |
| 1. | Election of
Directors | | |
| | Nominees: | | |
| | 01) | Tommy G. Thompson | 06) Cooper
C. Collins |
| | 02) | Robert G. Finizio | 07) Robert
V. LaPenta, Jr. |
| | 03) | John C.K. Milligan,
IV | 08) Jules
A. Müsing |
| | 04) | Brian Bernick | 09) Angus
C. Russell |
| | 05) | J. Martin Carroll | 10) Nicholas
Segal |
| The Board of Directors
recommends you vote FOR the following proposals: | | | |
| 2. | To approve, on a non-binding
advisory basis, the compensation of our named executive officers for the fiscal year ended December
31, 2016 (say-on-pay); | | |
| 3. | To ratify the appointment
of Grant Thornton LLP, an independent registered public accounting firm, as the independent auditor
of our company for the fiscal year ending December 31, 2017; | | |
| and upon
such other business as may properly come before the meeting or any adjournment thereof. | | | |

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