UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

 

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): June 16, 2017

 

TherapeuticsMD, Inc.

(Exact Name of Registrant as Specified in its Charter)

Nevada   001-00100   87-0233535

(State or Other

Jurisdiction of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

6800 Broken Sound Parkway NW,

Third Floor

Boca Raton, FL 33487

 

(Address of Principal Executive Office) (Zip Code)

Registrant's telephone number, including area code: (561) 961-1900

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2 below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 
 
 

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On June 16, 2017, TherapeuticsMD, Inc. (the “Company”) held its 2017 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders of the Company considered and voted on proposals to: (1) elect ten directors, each to serve until the Company’s next annual meeting of stockholders or until their successors are duly elected and qualified, (2) provide a non-binding advisory vote on the compensation of the Company’s named executive officers for the fiscal year ended December 31,2016, and (3) ratify the appointment of Grant Thornton, LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending December, 31, 2017.

Set forth below are the final voting results for each proposal submitted to a vote of the stockholders at the Annual Meeting. For more information on the following proposals, see the Company’s 2017 Proxy Statement, as filed with the United States Securities and Exchange Commission on April 25, 2017.

Proposal 1: To elect ten directors, each to serve until the Company’s next annual meeting of stockholders or until their successors are duly elected and qualified.

 Nominee     For       Against       Abstain      

Broker

Non-Votes

 
Tommy G. Thompson     141,261,345       0       11,645,675       31,719,830  
Robert G. Finizio     151,780,533       0       1,126,487       31,719,830  
John C.K. Milligan, IV     149,402,979       0       3,504,041       31,719,830  
Brian Bernick, M.D.     149,414,644       0       3,492,376       31,719,830  
J. Martin Carroll     152,215,003       0       692,017       31,719,830  
Cooper C. Collins     152,219,353       0       687,667       31,719,830  
Robert V. LaPenta, Jr.     152,191,005       0       716,015       31,719,830  
Jules A. Musing     148,621,489       0       4,285,531       31,719,830  
Angus C. Russell     152,216,997       0       690,023       31,719,830  
Nicholas Segal     152,205,414       0       701,606       31,719,830  

 

Proposal 2: To provide a non-binding advisory vote on the compensation of the Company’s named executive officers for the fiscal year ended December 31, 2016.

For       Against         Abstain       Broker Non-Votes
150,902,446       1,784,583         219,991       31,719,830

 

Proposal 3: To ratify the appointment of Grant Thornton, LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending December 31, 2017.

For       Against         Abstain       Broker Non-Votes
184,022,279       482,210         122,361       0

 

Each of the director nominees and proposals received the necessary votes in favor to be adopted by the Company’s stockholders at the Annual Meeting.

 

 
 
 

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 19, 2017

 

 

  THERAPEUTICSMD, INC .
   
  By:  /s/ Daniel A. Cartwright
 

Name:

Title:

Daniel A. Cartwright

Chief Financial Officer