Pulmatrix : DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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 ☐

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• 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 §240.14a-12

PULMATRIX, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be

held on Wednesday, June 17, 2020 for Pulmatrix, Inc.

This communication is not a form of voting and presents only an overview of the more complete proxy materials that are available to you on the Internet or by mail upon request. We encourage you to access and review all of the important information contained in the proxy materials before voting. To view the proxy statement, annual report, proxy card, directions to the annual meeting and voting instructions, go to www.proxydocs.com/PULM. To submit your proxy while visiting this site, you will need the 12 digit control number in the box below.

Under United States Securities and Exchange Commission rules, proxy materials do not have to be delivered in paper. Proxy materials can be distributed by making them available on the Internet. We have chosen to use these procedures for our Annual Meeting and need YOUR participation.

If you want to receive a paper or e-mail copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. In order to receive a paper package in time for this year's Annual Meeting, please make this request on or before June 2, 2020.

For a Convenient Way to VIEW Proxy Materials

- and -

VOTE Online go to: www.proxydocs.com/PULM

Proxy Materials Available to View or Receive:

Annual Report and Proxy Statement

Printed materials may be requested by one of the following methods:

INTERNET		TELEPHONE
www.investorelections.com/PULM		[phone]

You must use the 12 digit control number located in the shaded gray box below.

*E-MAIL

[e-mail]

• If requesting material by e-mail, please send a blank e-mail with the 12 digit control number (located below) in the subject line. No other requests, instructions or other inquiries should be included with your e-mail requesting material.

Pulmatrix, Inc. Notice of Annual Meeting

Meeting Type:	Annual Meeting
Date:	Wednesday, June 17, 2020
Time:	11:30 A.M. (Eastern Time)
Place:	99 Hayden Avenue, Suite 390, Lexington Massachusetts 02421
The purpose of this Annual Meeting is to take action on the following proposals:

The Board of Directors recommends a vote FOR each of the director nominees listed in proposal 1, FOR proposal 2 and 3 and FOR three years in proposal 4.

1. Election of two directors to serve as Class III directors on our Board of Directors to serve until our 2023 Annual Meeting of Stockholders or until successors have been duly elected

	and qualified.
	Nominees:	Michael J. Higgins	Mark Iwicki
2.	Ratification of the appointment of Marcum LLP as our independent registered public accounting firm for the 2020 fiscal year.
3.	Approval, on an advisory basis, of the compensation paid to our named executive officers.
4.	Approval, on an advisory basis, of the frequency of future advisory votes on the compensation paid to our named executive officers.

Vote In-PersonInstructions: While we encourage stockholders to vote online by the means indicated above, a stockholder is entitled to vote in person at the Annual Meeting. If you wish to vote your shares at the Annual Meeting, please register with the Inspector of Elections at the desk marked "Stockholder Registration" at the entrance to receive a ballot. Proper photo ID is required. Ballots should be returned to the Inspector of Elections in order to be counted. Additionally, a stockholder who has submitted a proxy before the meeting may revoke that proxy in person at the Annual Meeting. If you hold your shares in "street name," you may vote your shares in person only if you obtain a proxy issued by your bank, broker or other nominee giving you the right to vote the shares.