Beth C. Seidenberg - Dec 22, 2021 Form 4 Insider Report for Progyny, Inc. (PGNY)

Role: Director
Signature: /s/ Jennifer Bealer, Attorney-in-Fact
Stock symbol: PGNY
Transactions as of: Dec 22, 2021
Transactions value $: $0
Form type: 4
Date filed: 12/27/2021, 03:37 PM
Previous filing: Nov 18, 2021
Next filing: May 26, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PGNY	Common Stock	Other	$0	-19.3K	-100%	$0.00^*	0	Dec 22, 2021	See footnote	F1, F2
transaction	PGNY	Common Stock	Other	$0	+15.3K	+85.47%	$0.00	33.1K	Dec 22, 2021	Direct	F3
holding	PGNY	Common Stock						6.47M	Dec 22, 2021	See footnote	F4
holding	PGNY	Common Stock						205K	Dec 22, 2021	See footnote	F5

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

Explanation of Responses:

Id	Content
F1	Represents a pro-rata in-kind distribution of Common Stock of the Issuer by KPCB XIII Associates, LLC ("XIII Associates") without consideration to its members (the "Associates Distribution").
F2	There are no remaining shares of Common Stock of the Issuer held by XIII Associates.
F3	Represents a change in the form of ownership as a result of the receipt by the Reporting Person of shares in the Associates Distribution.
F4	The shares are directly held by Kleiner Perkins Caufield & Byers XIII, LLC ("KPCB XIII"). All shares are held for convenience in the name of "KPCB Holdings, Inc., as nominee." The managing member of KPCB XIII is XIII Associates. The voting and dispositive control over the shares is shared by individual managing directors of XIII Associates, none of whom has veto power. Excludes 467,848 shares of Common Stock beneficially owned by individuals and entities associated with Kleiner Perkins Caufield & Byers and held for convenience in the name of "KPCB Holdings, Inc. as nominee," for the accounts of such individuals and entities who each exercise their own voting and dispositive control over such shares. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
F5	The shares held by Paul S. Vogel and Beth C. Seidenberg, Trustees of The Seidenberg/Vogel Revocable Trust u/a/d 03/06/03 amended and restated on 06/16/20 (the "Trust"). The Reporting Person is a trustee of the Trust.