UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 14A
 
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934
 
Filed by the Registrant x
 
Filed by a Party other than the Registrant o
 
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Preliminary Proxy Statement
o
Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2))
o
Definitive Proxy Statement
x
Definitive Additional Materials
o
Soliciting Material Pursuant to §240.14a‑12
 
VirnetX Holding Corporation
(Name of Registrant as Specified In Its Charter)
 
 
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
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(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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*** Exercise Your Right   to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Sha r eholder Meeting   to Be Held   on M a y   22,   2014.

 
Meeting   In f ormation
VIRNETX HOLDING CORPORATION
Meeting T ype:                              Annual Meeting
F or holders as   of:                      April 2, 2014
Date:   May 22, 2014                           Time:   9:30 AM PDT
Location:    Harvey's Resort-South Lake Tahoe
18 Highway 50
Lake Tahoe, Nevada
 
 
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.co m   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.


Before You Vote

How to Access the Proxy Materials
 
 
Proxy Materials Available to VIEW or RECEIVE:
 
1. Notice and Proxy Statement          2. Annual Report
 
How to View Online:
Have the information that is printed in the box marked by the arrow g XXXX XXXX XXXX (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  g  XXXX XXXX XXXX (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 May 8, 2014 to facilitate timely delivery.
 
 

How To Vote

Please   Choose   One of   the F oll o wing   V oting   Methods
 
 
V ote In   P erson:   If you choose to vote these shares in person at the meeting, you must request a " legal p ro x y . " To do so, please follow the instructions at ww w .p ro xyvot e .com   or request a paper copy of the materials, which will contain the appropriate instructions. 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.
 
V ote   By   Internet:   To vote now by Internet, go to ww w .p ro xyvot e .com.   Have the information that is printed in the box mar k ed by the ar r o w g   XXXX XXXX XXXX (locate d   o n   th e   f oll o win g   page )   a vailabl e   an d   f oll o w   th e   ins t ructions.
 
Vot e   B y   Mail :   You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.
 

Voting Items
 
 
The Board of Directors recommends you vote
FOR the following:

1.
Election of two Class I Directors.
 
Nominees:

 
01)
Kendall Larsen
 
02)
Gary Feiner

The Board of Directors recommends you vote FOR the following proposals:

2.
Ratification of appointment of Farber Hass Hurley LLP as the Company's Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2014.

3.
Advisory vote to approve the compensation of the Company's named executive officers.

NOTE:   This proxy also delegates discretionary authority to vote with respect to any other business which may properly come before the meeting or any adjournment or postponement thereof.

 

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