TPG GP A, LLC - 07 Nov 2022 Form 4 Insider Report for Progyny, Inc. (PGNY)

Role: 10%+ Owner
Signature: /s/ Bradford Berenson, General Counsel, TPG GP A, LLC (4)
Issuer symbol: PGNY
Transactions as of: 07 Nov 2022
Net transaction value: -$29,062,500
Form type: 4
Filing time: 09 Nov 2022, 15:16:56 UTC
Previous filing: 06 Jul 2022
Next filing: 14 Dec 2022
SEC filing: View on sec.gov

Key filing fact

TPG GP A, LLC filed Form 4 for Progyny, Inc. (PGNY) on 09 Nov 2022.

Key facts

This page summarizes TPG GP A, LLC's Form 4 filing for Progyny, Inc. (PGNY).
1 reported transaction and 0 derivative rows are listed below.
Filing timestamp: 09 Nov 2022, 15:16.

Change

Previous filing in this sequence was filed on 06 Jul 2022.
Current net transaction value: -$29,062,500.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

See Original Filing

Reported transactions

PGNY transaction

Common Stock

Sale

Transaction value: $29,062,500
Shares: -750,000
Change %: -7.5%
Price: $38.75
Shares after: 9,250,000
Date: 07 Nov 2022
Ownership: See Explanation of Responses
Footnotes: F1, F2, F3

^* indicates a reported price that failed the local validity check.

Explanation of Responses:

Id	Content
F1	Each of David Bonderman, James G. Coulter and Jon Winkelried own entities that own TPG GP A, LLC (together with Messrs. Bonderman, Coulter and Winkelried, the "Reporting Persons"), which is the managing member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which holds 100% of the shares of Class B common stock (which represents a majority of the combined voting power of the common stock) of TPG Inc., which is the managing member of TPG GPCo, LLC, which is the sole member of TPG Holdings I-A, LLC, which is the general partner of TPG Operating Group I, L.P., which is the sole member of TPG Biotechnologies GenPar III Advisors, LLC, which is the general partner of TPG Biotechnology GenPar III, L.P., which is the general partner of TPG Biotechnology Partners III, L.P. ("TPG Biotech III"), which directly holds 9,250,000 shares of Common Stock, $0.0001 par value per share, of Progyny, Inc.
F2	Because of the relationship between the Reporting Persons and TPG Biotech III, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of TPG Biotech III. Each of TPG Biotech III and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of TPG Biotech III's or such Reporting Person's pecuniary interest therein, if any.
F3	Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks:

(4) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (5) Gerald Neugebauer is signing on behalf of both Messrs. Bonderman and Coulter pursuant to authorization and designation letters dated February 26, 2020, which were previously filed with the Securities and Exchange Commission.(6) Gerald Neugebauer is signing on behalf of Mr. Winkelried pursuant to the authorization and designation letter dated October 12, 2020, which was previously filed with the Securities and Exchange Commission.