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At TherapeuticsMD, Inc.'s shareholder meeting held December 15, 2025, in the 2025-2026 proxy season, 53 asset managers reported how they voted in their SEC Form N-PX filings, covering 207 separate fund positions. Their filings are grouped here into 8 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — To approve, on a non-binding advisory basis, the compensation of our named executive officers… — TherapeuticsMD, Inc.'s filing reports the proposal as approved, with 98% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: TherapeuticsMD, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on December 16, 2025.
Download data (CSV): ballot items · votes by manager · column guide.
Compiled from SEC Form N-PX filings and TherapeuticsMD, Inc.’s Form 8-K, filed December 16, 2025 (Item 5.07 on EDGAR). Page generated November 8, 2026.
Meeting of December 15, 2025: 7 items on TherapeuticsMD, Inc.’s Form 8-K, filed December 16, 2025: 4 elected · 3 approved.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Proxy season: 2024-2025 2025-2026
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These tallies are TherapeuticsMD, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed December 16, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Tommy G. Thompson | 5,210,964 | -- | -- | 41,488 | 1,589,795 | 99.2% | Elected | — |
| Elect Director: Cooper C. Collins | 5,175,205 | -- | -- | 77,247 | 1,589,795 | 99% | Elected | — |
| Elect Director: Gail K. Naughton, Ph.D. | 5,223,784 | -- | -- | 28,668 | 1,589,795 | 99.4% | Elected | — |
| Elect Director: Justin Roberts | 5,138,982 | -- | -- | 113,470 | 1,589,795 | 98% | Elected | — |
| 2. On a non-binding advisory basis, the compensation of the Company's named executive officers for the fiscal year ended December 31, 2024 | 5,162,545 | 81,614 | 8,293 | -- | 1,589,795 | 98% | Approved | — |
| 4. The appointment of Berkowitz Pollack Brant Advisors + CPAs, LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending December 31, 2025 | 6,768,667 | 42,200 | 31,380 | -- | 0 | 99.3% | Approved | — |
| 5. An amendment to our Amended and Restated Articles of Incorporation, as amended, to increase the number of authorized shares of common stock, $0.001 par value per share, to 640,000,000 shares | 6,265,554 | 548,884 | 27,809 | -- | 0 | 92% | Approved | — |
Source: TherapeuticsMD, Inc., Form 8-K, filed with the SEC on December 16, 2025 — read the filing on EDGAR.
Each item below shows how the 53 asset managers that disclosed a TherapeuticsMD, Inc. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of TherapeuticsMD, Inc.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.
Combines 2 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: To elect directors to serve until our next annual meeting of stockholders or until their successors are duly elected and qualified: Cooper C. Collins
TherapeuticsMD, Inc.’s own tally for this item (“Elect Director: Cooper C. Collins”): 5,175,205 for, 77,247 withheld, per its Form 8-K filed December 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 : All of the four nominees for the Company's Board of Directors were elected to serve until the Company's next annual meeting of stockholders or until their successors are duly elected and qualified, by the votes set forth in the table below:”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 6 asset managers below reported 416,490 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 276,488 | 0 | 0 | 0 | For |
| Fidelity | 100,211 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 34,000 | 0 | 0 | 0 | For |
| Gabelli | 5,000 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 745 | 0 | 0 | 0 | For |
| Guggenheim | 46 | 0 | 0 | 0 | For |
Combines 2 wordings of this item as funds reported it.
99.4% Majority: yes · of votes cast
Description as filed by funds: To elect directors to serve until our next annual meeting of stockholders or until their successors are duly elected and qualified: Gail K. Naughton, Ph.D.
TherapeuticsMD, Inc.’s own tally for this item (“Elect Director: Gail K. Naughton, Ph.D.”): 5,223,784 for, 28,668 withheld, per its Form 8-K filed December 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 : All of the four nominees for the Company's Board of Directors were elected to serve until the Company's next annual meeting of stockholders or until their successors are duly elected and qualified, by the votes set forth in the table below:”
Support: 99.4% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 6 asset managers below reported 416,490 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 276,488 | 0 | 0 | 0 | For |
| Fidelity | 100,211 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 34,000 | 0 | 0 | 0 | For |
| Gabelli | 5,000 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 745 | 0 | 0 | 0 | For |
| Guggenheim | 46 | 0 | 0 | 0 | For |
Combines 2 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: To elect directors to serve until our next annual meeting of stockholders or until their successors are duly elected and qualified: Justin Roberts
TherapeuticsMD, Inc.’s own tally for this item (“Elect Director: Justin Roberts”): 5,138,982 for, 113,470 withheld, per its Form 8-K filed December 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 : All of the four nominees for the Company's Board of Directors were elected to serve until the Company's next annual meeting of stockholders or until their successors are duly elected and qualified, by the votes set forth in the table below:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 6 asset managers below reported 416,490 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 276,488 | 0 | 0 | 0 | For |
| Fidelity | 100,211 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 34,000 | 0 | 0 | 0 | For |
| Gabelli | 5,000 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 745 | 0 | 0 | 0 | For |
| Guggenheim | 46 | 0 | 0 | 0 | For |
Combines 2 wordings of this item as funds reported it.
99.2% Majority: yes · of votes cast
Description as filed by funds: To elect directors to serve until our next annual meeting of stockholders or until their successors are duly elected and qualified: Tommy G. Thompson
TherapeuticsMD, Inc.’s own tally for this item (“Elect Director: Tommy G. Thompson”): 5,210,964 for, 41,488 withheld, per its Form 8-K filed December 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 : All of the four nominees for the Company's Board of Directors were elected to serve until the Company's next annual meeting of stockholders or until their successors are duly elected and qualified, by the votes set forth in the table below:”
Support: 99.2% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 6 asset managers below reported 416,490 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 276,488 | 0 | 0 | 0 | For |
| Fidelity | 100,211 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 34,000 | 0 | 0 | 0 | For |
| Gabelli | 5,000 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 745 | 0 | 0 | 0 | For |
| Guggenheim | 46 | 0 | 0 | 0 | For |
92% Approved · of votes cast
Description as filed by funds: To approve an amendment to our Amended and Restated Articles of Incorporation, as amended, to increase the number of authorized shares of common stock, $0.001 par value per share, to 640,000,000 shares;
TherapeuticsMD, Inc.’s own tally for this item (“5. An amendment to our Amended and Restated Articles of Incorporation, as amended, to increase the number of authorized shares of common stock, $0.001 par value per share, to 640,000,000 shares”): 6,265,554 for, 548,884 against — passed, per its Form 8-K filed December 16, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 5 : The Company's stockholders approved an amendment to our Amended and Restated Articles of Incorporation, as amended, to increase the number of authorized shares of common stock, $0.001 par value per share, to 640,000,000 shares, by the votes set forth in the table below:”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 6 asset managers below reported 404,221 for, 12,269 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 276,488 | 0 | 0 | 0 | For |
| Fidelity | 92,942 | 7,269 | 0 | 0 | Mixed |
| BRIDGEWAY FUNDS INC | 34,000 | 0 | 0 | 0 | For |
| Gabelli | 0 | 5,000 | 0 | 0 | Against |
| MASTER INVESTMENT PORTFOLIO | 745 | 0 | 0 | 0 | For |
| Guggenheim | 46 | 0 | 0 | 0 | For |
Combines 6 wordings of this item as funds reported it.
98% Approved · of votes cast
Description as filed by funds: To approve, on a non-binding advisory basis, the compensation of our named executive officers for the fiscal year ended December 31, 2024;
TherapeuticsMD, Inc.’s own tally for this item (“2. On a non-binding advisory basis, the compensation of the Company's named executive officers for the fiscal year ended December 31, 2024”): 5,162,545 for, 81,614 against — passed, per its Form 8-K filed December 16, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2 : The Company's stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers for the fiscal year ended December 31, 2024, by the votes set forth in the table below:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 276,488 | 0 | 0 | 0 | For |
| Fidelity | 100,211 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 34,000 | 0 | 0 | 0 | For |
| Gabelli | 5,000 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 745 | 0 | 0 | 0 | For |
| Guggenheim | 46 | 0 | 0 | 0 | For |
Fund voting reports, all 6 managers: 416,490 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Rubric Capital Management LP | 1,074,682 | 0 | 0 | 0 | For |
| Clearline Capital LP | 635,222 | 0 | 0 | 0 | For |
| ADAR1 Capital Management, LLC | 209,210 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 109,083 | 0 | 0 | 0 | For |
| BlackRock | 80,672 | 0 | 0 | 0 | For |
| BRIDGEWAY CAPITAL MANAGEMENT, LLC | 34,000 | 0 | 0 | 0 | For |
| State Street | 30,100 | 0 | 0 | 0 | For |
| Northern Trust | 16,403 | 0 | 0 | 0 | For |
| J. Goldman & Co LP | 10,194 | 0 | 0 | 0 | For |
| Vanguard | 9,874 | 0 | 0 | 0 | For |
| Renaissance | 9,593 | 0 | 0 | 0 | For |
| Fidelity | 8,289 | 0 | 0 | 0 | For |
| STIFEL NICOLAUS & CO INC \MO\ | 6,141 | 0 | 0 | 0 | For |
| First Affirmative Financial Network | 1,895 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 1,636 | 0 | 0 | 0 | For |
| Trust Point Inc. | 1,358 | 0 | 0 | 0 | For |
| Beacon Pointe Advisors, LLC | 898 | 0 | 0 | 0 | For |
| National Bank Financial Inc. | 0 | 0 | 0 | 0 | Not Voted |
| MONETA GROUP INVESTMENT ADVISORS LLC | 300 | 0 | 0 | 0 | For |
| US BANK NATIONAL ASSOCIATION | 246 | 0 | 0 | 0 | For |
| RBC Rochdale, LLC | 154 | 0 | 0 | 0 | For |
| ENVESTNET ASSET MANAGEMENT INC | 140 | 0 | 0 | 0 | For |
| HUNTINGTON NATIONAL BANK | 120 | 0 | 0 | 0 | For |
| Associated Trust Company, N.A. | 108 | 0 | 0 | 0 | For |
| Fisher Asset Management, LLC | 101 | 0 | 0 | 0 | For |
Institutional-manager reports, all 49 managers: 2,240,865 for, 1 against, 670 not voted. Showing the 25 largest; every one is in the interactive database (link above).
Combines 4 wordings of this item as funds reported it.
— Fund and manager reports combined; may count the same shares twice · no official result
Description as filed by funds: To provide a non-binding advisory vote on the frequency of future non-binding advisory votes on the compensation of our named executive officers;
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 0 | 0 | 0 | -- |
| Fidelity | 0 | 0 | 0 | 0 | -- |
| BRIDGEWAY FUNDS INC | 0 | 0 | 0 | 0 | -- |
| Gabelli | 0 | 0 | 0 | 0 | -- |
| MASTER INVESTMENT PORTFOLIO | 0 | 0 | 0 | 0 | -- |
| Guggenheim | 0 | 0 | 0 | 0 | -- |
Fund voting reports, all 6 managers: 416,490 1 year.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Rubric Capital Management LP | 0 | 0 | 0 | 0 | -- |
| Clearline Capital LP | 0 | 0 | 0 | 0 | -- |
| ADAR1 Capital Management, LLC | 0 | 0 | 0 | 0 | -- |
| GEODE CAPITAL MANAGEMENT, LLC | 0 | 0 | 0 | 0 | -- |
| BlackRock | 0 | 0 | 0 | 0 | -- |
| BRIDGEWAY CAPITAL MANAGEMENT, LLC | 0 | 0 | 0 | 0 | -- |
| State Street | 0 | 0 | 0 | 0 | -- |
| Northern Trust | 0 | 0 | 0 | 0 | -- |
| J. Goldman & Co LP | 0 | 0 | 0 | 0 | -- |
| Vanguard | 0 | 0 | 0 | 0 | -- |
| Renaissance | 0 | 0 | 0 | 0 | -- |
| Fidelity | 0 | 0 | 0 | 0 | -- |
| STIFEL NICOLAUS & CO INC \MO\ | 0 | 0 | 0 | 0 | -- |
| MELLON INVESTMENTS Corp | 0 | 0 | 0 | 0 | -- |
| Trust Point Inc. | 0 | 0 | 0 | 0 | -- |
| Beacon Pointe Advisors, LLC | 0 | 0 | 0 | 0 | -- |
| National Bank Financial Inc. | 0 | 0 | 0 | 0 | Not Voted |
| MONETA GROUP INVESTMENT ADVISORS LLC | 0 | 0 | 0 | 0 | -- |
| US BANK NATIONAL ASSOCIATION | 0 | 0 | 0 | 0 | -- |
| RBC Rochdale, LLC | 0 | 0 | 0 | 0 | -- |
| ENVESTNET ASSET MANAGEMENT INC | 0 | 0 | 0 | 0 | -- |
| HUNTINGTON NATIONAL BANK | 0 | 0 | 0 | 0 | -- |
| Associated Trust Company, N.A. | 0 | 0 | 0 | 0 | -- |
| Fisher Asset Management, LLC | 0 | 0 | 0 | 0 | -- |
| DUMONT & BLAKE INVESTMENT ADVISORS LLC | 0 | 0 | 0 | 0 | -- |
Institutional-manager reports, all 48 managers: 670 not voted, 2,238,926 1 year, 44 3 year. Showing the 25 largest; every one is in the interactive database (link above).
99.3% Approved · of votes cast
Description as filed by funds: To ratify the appointment of Berkowitz Pollack Brant Advisors + CPAs, LLP, an independent registered public accounting firm, as the independent auditor of our Company for the fiscal year ending December 31, 2025;
TherapeuticsMD, Inc.’s own tally for this item (“4. The appointment of Berkowitz Pollack Brant Advisors + CPAs, LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending December 31, 2025”): 6,768,667 for, 42,200 against — passed, per its Form 8-K filed December 16, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 4 : The Company's stockholders ratified the appointment of Berkowitz Pollack Brant Advisors + CPAs, LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending December 31, 2025, by the votes set forth in the table below:”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 6 asset managers below reported 416,490 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 276,488 | 0 | 0 | 0 | For |
| Fidelity | 100,211 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 34,000 | 0 | 0 | 0 | For |
| Gabelli | 5,000 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 745 | 0 | 0 | 0 | For |
| Guggenheim | 46 | 0 | 0 | 0 | For |
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 11,574,362 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 2.39% |
| 2 | Fidelity | 0.87% |
| 3 | BRIDGEWAY FUNDS INC | 0.29% |
| 4 | Gabelli | 0.04% |
| 5 | MASTER INVESTMENT PORTFOLIO | <0.01% |
| 6 | Guggenheim | <0.01% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Rubric Capital Management LP | 9.29% |
| 2 | Clearline Capital LP | 5.49% |
| 3 | ADAR1 Capital Management, LLC | 1.81% |
| 4 | GEODE CAPITAL MANAGEMENT, LLC | 0.94% |
| 5 | BlackRock | 0.70% |
| 6 | BRIDGEWAY CAPITAL MANAGEMENT, LLC | 0.29% |
| 7 | State Street | 0.26% |
| 8 | Northern Trust | 0.14% |
| 9 | J. Goldman & Co LP | 0.09% |
| 10 | Vanguard | 0.09% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| Rubric Capital Management LP | 25.46% | DEF14A |
| Baselake Partners, LP | 6.83% | 13G |
| Clearline Capital LP | 5.49% | DEF14A |
| Vanguard Group | 3.43% | 13F |
| Renaissance Technologies | 1.26% | 13F |
| Morgan Stanley | 1.12% | 13F |
| BlackRock | 0.99% | 13F |
| Geode Capital | 0.95% | 13F |
| Citadel Advisors | 0.82% | 13F |
| Marlan D. Walker | 0.73% | DEF14A |
Percentages above are of 11,574,362 shares outstanding, as reported by TherapeuticsMD, Inc. on its Form 10-Q dated November 11, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from TherapeuticsMD, Inc.’s 10-Q dated November 11, 2025. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.
TherapeuticsMD, Inc. proxy season coverage: 2024-2025 · 2025-2026 (this page).
proxyvotesnow.com, “TherapeuticsMD (TXMD) 2025 Annual Meeting (2025-2026 season)”, https://proxyvotesnow.com/company/therapeuticsmd-inc/2026 (version of November 9, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.