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OptimizeRx Corp

For the period ended Jun 5, 2024. Filed Apr 29, 2024.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 5, 2024 · Filed Apr 29, 2024

OPRX$8.76+1.0%Stored close · as of Nov 6, 2026
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DEF 14A 1 ea0204731-01.htm PROXY STATEMENT

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

(Amendment No. )

Filed by the Registrant☒

Filed by a Party other than the Registrant☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for the 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

OPTIMIZERX CORPORATION

(Name of Registrant as Specified In Its Charter)

Not Applicable

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

Payment of Filing Fee (Check all boxes that apply):

☒No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Notice of Annual Meeting of Stockholders

Date and Time Wednesday, June 5, 2024, at 10:00 a.m. (EDT) Meeting Access Live Audio Webcast: https://meetnow.global/MYZ6PN9 Record Date April 11, 2024 Items of Business • Proposal 1: Election of six directors, as described in the accompanying proxy statement. • Proposal 2: Advisory approval of the compensation of OptimizeRx’s named executive officers.

Proposal 3: Amendment to OptimizeRx Corporation 2021 Equity Incentive Plan to increase the aggregate number of shares of common stock available for awards by 1,950,000 shares to 4,450,000 shares.

Proposal 4: Ratification of UHY LLP as OptimizeRx’s independent registered public accounting firm for the 2024 fiscal year.

Consideration of any other business properly brought before the annual meeting.

This year’s annual meeting will be a virtual meeting conducted via live webcast. The annual meeting format will be a live audio webcast where you can view presentation materials made available online. There will be no physical in-person meeting. Additional information regarding attending the annual meeting, voting your shares and submitting questions in advance of the annual meeting can be found in the proxy statement.

Eligibility to Vote

Only stockholders of record, as of the close of business on April 11, 2024, are entitled to notice of and to vote at the annual meeting and any postponements or adjournments thereof.

This Notice of Annual Meeting of Stockholders, the proxy statement, form of proxy and the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, which is not a part of the proxy solicitation materials, are being distributed and made available to our stockholders on or about April 29, 2024.

Your vote is important. Whether or not you attend the meeting, we urge you to vote promptly.

By Order of the Board of Directors
/s/ Lynn O’Connor Vos
Lynn O’Connor Vos
Waltham, MAChairperson

This Notice of Annual Meeting of Stockholders, the proxy statement and the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 are available at https://www.edocumentview.com/OPRX.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.