Mark S. Livingston - Nov 8, 2021 Form 4 Insider Report for Progyny, Inc. (PGNY)

Role: Chief Financial Officer
Signature: Jennifer Bealer, Attorney-in-Fact
Stock symbol: PGNY
Transactions as of: Nov 8, 2021
Transactions value $: -$2,174,567
Form type: 4
Date filed: 11/10/2021, 03:56 PM
Previous filing: Oct 27, 2021
Next filing: Dec 13, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PGNY	Common Stock	Options Exercise	$136K	+34.4K	+38.24%	$3.95^*	124K	Nov 8, 2021	Direct
transaction	PGNY	Common Stock	Sale	-$1.04M	-15.9K	-12.76%	$65.61	108K	Nov 8, 2021	Direct	F1
transaction	PGNY	Common Stock	Tax liability	-$1.27M	-19.2K	-17.74%	$66.05	89.2K	Nov 8, 2021	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PGNY	Employee Stock Option (right to buy)	Options Exercise	$0	-34.4K	-20.83%	$0.00	131K	Nov 8, 2021	Common Stock	34.4K	$3.95	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.50 to $65.92, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F2	25% of the shares subject to the Option vested on May 29, 2020, with the remaining shares vesting in equal monthly installments thereafter through May 29, 2023, subject to the Reporting Person continuing to provide service through each such date.

Content

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.50 to $65.92, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

25% of the shares subject to the Option vested on May 29, 2020, with the remaining shares vesting in equal monthly installments thereafter through May 29, 2023, subject to the Reporting Person continuing to provide service through each such date.