Other information
−Removed: Composite Amended and Restated Articles of Incorporation, as amended.
−Removed: Fourth Amendment to Bylaws of the Company, dated June 29, 2023.
−Removed: Subscription Agreement, dated May 1, 2023, between TherapeuticsMD, Inc.
−Removed: and Rubric Capital Management LP.
+Added: On November 10, 2023, we delivered a drawdown notice (the “Notice”) to Rubric under the terms of the Subscription Agreement.
+Added: Pursuant to the Notice, we agreed to sell 877,192 shares of Common Stock to Rubric at a price per share of $2.28, for total gross proceeds of approximately $2.0 million.
+Added: The settlement of the transaction is expected to occur on the third trading day following the delivery of the Notice in accordance with the terms of the Subscription Agreement.
+Added: The Common Stock issued pursuant to the Subscription Agreement will be sold and issued without registration under the Securities Act, in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as transactions not involving a public offering and Rule 506 of Regulation D promulgated under the Securities Act as sales to accredited investors, and in reliance on similar exemptions under applicable state laws.
+Added: Master Service Agreement, dated August 15, 2023, between TherapeuticsMD, Inc.
+Added: and JZ Advisory Group.
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a)
6 unchanged sentences
Furnished herewith.
−Removed: Filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the Commission on July 6, 2023 and incorporated herein by reference (SEC File No.
−Removed: Filed as Appendix B to the Company’s Definitive Proxy Statement on Schedule 14A, filed with the Commission on May 17, 2023 and incorporated herein by reference (SEC File No.
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 thereunto duly authorized.
−Removed: August 14, 2023
+Added: November 14, 2023
TherapeuticsMD, Inc.
2 unchanged sentences
(Principal Executive Officer)
−Removed: /s/ Michael C.
+Added: /s/ Joseph Ziegler
+Added: Joseph Ziegler
Principal Financial and Accounting Officer
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.