Beth C. Seidenberg - Oct 24, 2022 Form 4 Insider Report for Progyny, Inc. (PGNY)

Role
Director
Signature
/s/ Mark Livingston, Attorney-in-Fact
Stock symbol
PGNY
Transactions as of
Oct 24, 2022
Transactions value $
$0
Form type
4
Date filed
10/26/2022, 05:40 PM
Previous filing
Jun 27, 2022
Next filing
Feb 9, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PGNY Common Stock Gift $0 -23K -69.5% $0.00 10.1K Mar 3, 2022 Direct
transaction PGNY Common Stock Gift $0 +23K +11.22% $0.00 228K Mar 3, 2022 See footnote F1
transaction PGNY Common Stock Award $0 +4.06K +40.22% $0.00 14.2K Oct 24, 2022 Direct F2
holding PGNY Common Stock 6.47M Oct 24, 2022 See footnote F3
holding PGNY Common Stock 228K Oct 24, 2022 See footnote F1

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 Stock Option (Right to Buy) Award $0 +16.8K $0.00 16.8K Oct 24, 2022 Common Stock 16.8K $38.22 Direct F4
transaction PGNY Stock Option (Right to Buy) Award $0 +1.9K $0.00 1.9K Oct 24, 2022 Common Stock 1.9K $38.22 Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 Represents the number of shares of Issuer common stock underlying restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Issuer common stock. The RSUs shall vest on May 23, 2023, subject to the Reporting Person continuing to provide service through such date.
F3 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.
F4 The shares subject to the Option shall vest on May 23, 2023, subject to the Reporting Person continuing to provide service through such date.
F5 This option was issued to the Reporting Person in lieu of annual retainers for board and committee service. The shares underlying the option reflect the payment in full of the Reporting Person's annual retainers of $37,749.66.