DEFA14A

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

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐	Preliminary Proxy Statement

☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☐	Definitive Proxy Statement

☒	Definitive Additional Materials

☐	Soliciting Material under §240.14a-12

TRANSMEDICS GROUP, INC.

(Name of Registrant as Specified in Its Charter)

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




				Your Vote Counts!
				TRANSMEDICS GROUP, INC. 2024 Annual Meeting Vote by May 22, 2024 11:59 PM ET

TRANSMEDICS GROUP, INC. 200 MINUTEMAN ROAD, SUITE 302 ANDOVER, MA 01810

You invested in TRANSMEDICS GROUP, INC. and it's time to vote!

You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the shareholder meeting to be held on May 23, 2024.

Get informed before you vote

View the Notice & Proxy Statement, Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 09, 2024. If you would like to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

LOGO


Smartphone users		Vote Virtually at the Meeting*
Point your camera here and		May 23, 2024
vote without entering a		8:00 AM EDT
control number
	Virtually at: www.virtualshareholdermeeting.com/TMDX2024

Please check the meeting materials for any special requirements for meeting attendance.

Vote at www.ProxyVote.com

THIS IS NOT A VOTABLE BALLOT

This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote these important matters.


		Board
Voting Items		Recommends

1.	Election of Directors

	Nominees:

1a.	Waleed Hassanein, M.D.	For

1b.	James R. Tobin	For

1c.	Edward M. Basile	For

1d.	Thomas J. Gunderson	For

1e.	Edwin M. Kania, Jr.	For

1f.	Stephanie Lovell	For

1g.	Merilee Raines	For

1h.	David Weill, M.D.	For

2.	To approve, on a non-binding advisory basis, the compensation paid to TransMedics' named executive officers.	For

3.	To ratify the appointment of PricewaterhouseCoopers LLP as TransMedics Group, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2024.	For

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

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