Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Donegan Michael C
2. Date of Event Requiring Statement (Month/Day/Year)
12/11/2014
3. Issuer Name and Ticker or Trading Symbol
TherapeuticsMD, Inc. [TXMD]
(Last)
(First)
(Middle)
6800 BROKEN SOUND PARKWAY NW, THIRD FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Vice President Finance
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BOCA RATON, FL 33487-3507
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-qualified stock option 06/21/2014(1) 06/20/2023 Common Stock 75,000 $ 2.98 D  
Non-qualified stock option 07/09/2015(2) 07/08/2024 Common Stock 50,000 $ 5.01 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Donegan Michael C
6800 BROKEN SOUND PARKWAY NW
THIRD FLOOR
BOCA RATON, FL 33487-3507
      Vice President Finance  

Signatures

/s/ Michael C. Donegan 12/15/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The 75,000 shares underlying this option vest at the rate of 25,000 shares on the first, second and third anniversary of the date of grant of 6/21/13.
(2) The 50,000 shares underlying this option vest at the rate of 12,500 shares on the first, second, third and fourth anniversary of the date of grant of 7/9/14.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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