VERU INC. — Proxy Solicitation & Information Statement 2017

Jan 27, 2017

DEFA14A 1 d277395ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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 Section 240.14a-12

THE FEMALE HEALTH COMPANY

(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):
	(4)	Proposed maximum aggregate value of transaction:
	(5)	Total fee paid:
☐	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:

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on March 16, 2017	●
	Meeting Information
THE FEMALE HEALTH COMPANY	Meeting Type: Annual Meeting
	For holders as of: January 13, 2017
	Date: March 16, 2017 Time: 2:00 PM EDT
●	Location: Greenberg Traurig, LLP 333 SE 2nd Avenue 44th Floor Miami,
Florida 33131
●	You are receiving this communication because you hold shares
in the above named company. 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.

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— Before You Vote —

How to Access the Proxy Materials

| | Proxy Materials Available to
VIEW or RECEIVE: |
| --- | --- |
| | 1. Notice &
Proxy Statement 2. Annual Report 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 March 02, 2017 to facilitate timely delivery. |
| | — How To Vote — Please Choose One of the Following Voting Methods |
| ● | Vote In Person: Many shareholder 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 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. |
| | Internal Use Only |

	Voting items
The Board of Directors recommends you vote FOR the following:
1.	Election of Directors
	Nominees
01	David R. Bethune	02 Mario Eisenberger	03 Harry Fisch	04 Mary Margaret Frank	05 Lucy Lu
06	Georges Makhoul	07 O.B. Parrish	08 Elgar Peerschke	09 Jesus Socorro	10 Mitchell S. Steiner
The Board of
Directors recommends you vote FOR proposals 2 and 3.
2	To ratify the appointment of RSM US LLP as the
Company’s independent registered public accounting firm for the fiscal year ending September 30, 2017.
3	To approve a non-binding advisory proposal on executive compensation.
The Board of
Directors recommends you vote 3 YEARS on the following proposal:
4	To approve a non-binding advisory proposal on the frequency of future advisory votes on executive compensation.
NOTE: In their discretion, the proxies are authorized to vote upon such other matters as may properly come before the meeting.

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Reserved for Broadridge Internal Control Information

NAME
THE COMPANY NAME INC. - COMMON	123,456,789,012.12345
THE COMPANY NAME INC. - CLASS A	123,456,789,012.12345
THE COMPANY NAME INC. - CLASS B	123,456,789,012.12345
THE COMPANY NAME INC. - CLASS C	123,456,789,012.12345
THE COMPANY NAME INC. - CLASS D	123,456,789,012.12345
THE COMPANY NAME INC. - CLASS E	123,456,789,012.12345
THE COMPANY NAME INC. - CLASS F	123,456,789,012.12345
THE COMPANY NAME INC. - 401 K	123,456,789,012.12345

●
	Broadridge Internal Use Only
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