TPG GP A, LLC - 07 Aug 2023 Form 4 Insider Report for Progyny, Inc. (PGNY)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
09 Aug 2023, 16:42:31 UTC
Prior SEC filing
28 Jul 2023
Next SEC filing
17 Aug 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Bradford Berenson, General Counsel, TPG GP A, LLC (4)

Key filing fact

TPG GP A, LLC filed Form 4 for Progyny, Inc. (PGNY) on 09 Aug 2023.

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.
  • Accepted by SEC: 09 Aug 2023, 16:42.

Change

  • Previous filing in this sequence was filed on 28 Jul 2023.
  • Current net transaction value: -$119,132,000.

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.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

PGNY transaction

Common Stock

Sale

Transaction value
$119,132,000
Shares
-2,900,000
Change %
-31%
Price
$41.08
Shares after
6,350,000
Date
07 Aug 2023
Ownership
See Explanation of Responses
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

TPG GP A, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote 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 6,350,000 shares of Common Stock, $0.0001 par value per share, of Progyny, Inc.

Footnote 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.

Footnote F3

Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC 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.

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