VirnetX Holding Corp

The Board of Directors (the “Board”) of VirnetX Holding Corporation (“we,” “us,” the “Company” or “VirnetX”) is providing these proxy materials to you for use in connection with the 2026 annual meeting of stockholders to be held on Thursday, June 11, 2026 at 10:00 a.m. Pacific Time, and at any postponement or adjournment thereof (the “Annual Meeting”). For instructions on how to attend the Annual Meeting, please see the section titled “Annual Meeting Instructions.”

Stockholders of record as of April 16, 2026 (the “Record Date”) are invited to attend the Annual Meeting and are asked to vote on the proposals described in this proxy statement (the “Proxy Statement”).

The Notice of Internet Availability (the “Notice”) will be first mailed to stockholders of record as of the Record Date on or about April 24, 2026. These proxy solicitation materials combined with the Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “Annual Report”), including financial statements, were first made available online, on or about April 24, 2026. Our principal executive offices are located at 308 Dorla Court, Zephyr Cove, Nevada 89448, and our telephone number is (775) 548-1785. We maintain a website at www.virnetx.com. The information on our website is not incorporated by reference in the Proxy Statement.