DEFA14A 1 tm2112877d2_def14a.htm DEFA14A




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12877-2-ba_pxn08676.gif Important Notice of Availability of Proxy Materials for the Annual Meeting of Stockholders of MEDIFAST, INC. To Be Held On: June 2, 2021 at 4:30 p.m. via live webcast at (password: medifast2021) This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. 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. To facilitate timely delivery please make the request as instructed below on or before May 20, 2021. Please visit, where the following materials are available for view: • Notice of Annual Meeting of Stockholders • Proxy Statement • Form of Electronic Proxy Card • Annual Report TO REQUEST PROXY MATERIALS: TELEPHONE: 888-Proxy-NA (888-776-9962) 718-921-8562 (for international callers) E-MAIL: WEBSITE: ONLINE: To access your online proxy card, please visit and follow the on-screen instructions or scan the QR code with your smartphone. You may enter your voting instructions at up until 5:00 pm ET on June 2, 2021. VIRTUALLY AT THE MEETING: The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit (password: medifast2021) and be sure to have available the control number. TELEPHONE: To vote by telephone, please visit to view the materials and to obtain the toll free number to call. MAIL: You may request a printed proxy card by following the instructions above. TO VOTE: may properly come before the Annual Meeting. 1. To elect eight (8) members to the Board of Directors: NOMINEES: Jeffrey J. Brown Kevin G. Byrnes Daniel R. Chard Constance J. Hallquist Michael A. Hoer Scott Schlackman Andrea B. Thomas Ming Xian Please note that you cannot use this notice to vote by mail. 2. Ratify the appointment of RSM US LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2021; and 3. To approve, on an advisory basis, the compensation of the Company’s named executive officers. In their discretion, the proxies are authorized to vote upon such other business as Stockholders of record at the close of business on April 5, 2021 are entitled to notice of, and to vote at, the Annual Meeting. COMPANY NUMBER ACCOUNT NUMBER CONTROL NUMBER