TherapeuticsMD, Inc. announced that it has entered into a subscription agreement with returning investor, Rubric Capital Management LP for the private placement of up to an aggregate of 5,000,000 shares at a price of $1 per share for gross proceeds of up $5,000,000 on May 1, 2023. The company agreed to sell to the investor the shares from time to time during the term of the Subscription Agreement in separate draw downs. The initial draw down will occur on the third trading day following receipt of stockholder approval of the Private Placement, and the parties have agreed the initial draw down will consist of a sale of 312,525 shares at a price per share equal to $3.6797.

The company may issue additional shares from time to time to the Investor, up to an aggregate cap of the lesser of 5,000,000 Shares or $5,000,000. The series A preferred stock and common stock issued pursuant to the exemptions provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated therein.