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VirnetX Holding Corporation

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*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on June 1, 2017.   VIRNETX HOLDING CORPORATION  Meeting Information Meeting Type: Annual Meeting For holders as of: April 7, 2017 Date: June 1, 2017 Time: 9:00 AM PDT Location: Hard Rock Hotel & Casino South Lake Tahoe 50 Highway 50 Stateline, Nevada  VIRNETX HOLDING CORPORATION CORPORATE STOCK TRANSFER, INC  3200 CHERRY CREEK DR. SOUTH, STE. 430 DENVER, CO 80209 ATTN: RHONDA SINGLETON, PROXY DEPT. MGR.   You are receiving this communication because you hold shares in the company named above. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).  We encourage you to access and review all of the important information contained in the proxy materials before voting.   See the reverse side of this notice to obtain proxy materials and voting instructions.   E26886-P91454

Before You Vote How to Access the Proxy MaterialsProxy Materials Availableto VIEW or RECEIVE: 1. Notice And Proxy Statement 2. Annual ReportHow to View Online: Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:  1) BY INTERNET: www.proxyvote.com  2) BY TELEPHONE: 1-800-579-1639  3) BY E-MAIL*: sendmaterial@proxyvote.com* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 18, 2017 to facilitate timely delivery. How To Vote Please Choose One of the Following Voting MethodsVote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.  Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the boxmarked by the arrow (located on the following page) available and follow the instructions.  Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

Voting Items The Board of Directors recommends you vote FOR the following: 1. Election of two Class I Directors. A proposal to elect the persons listed below to serve three-year terms until the Annual Meeting of Stockholders in 2020, or until their resignation or their successors are duly elected and qualified.  Nominees:  01) Kendall Larsen  02) Gary FeinerThe Board of Directors recommends you vote FOR Proposal 2:2. Ratification of appointment of Farber Hass Hurley LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2017.The Board of Directors recommends you vote FOR Proposal 3:3. Amendment and Restatement of the 2013 Equity Incentive Plan.The Board of Directors recommends you vote FOR Proposal 4:4. Advisory vote to approve the compensation of the Company’s named executive officers.The Board of Directors recommends you vote 3 YEARS for Proposal 5:5. Advisory vote on the frequency of future advisory votes on executive compensation.NOTE: This proxy also delegates discretionary authority to vote with respect to any other business which may properly come before the meeting or any adjournment or postponement thereof.E26888-P91454