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Filing Details

Accession Number:: 0001104659-21-052085
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-04-19 19:24:50
Reporting Period:: 2021-04-15

Accepted Time:: 2021-04-19 19:24:50
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1551306	Progyny Inc.	PGNY	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1435899	Kleiner Perkins Caufield & Byers Xiii, Llc	2750 Sand Hill Road Menlo Park CA 94025		No	No	Yes	No
1500595	Kpcb Xiii Associates, Llc	2750 Sand Hill Road Menlo Park CA 94025		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2021-04-15	242,248	$1.73	8,538,144	No	4	X	Direct
Common Stock	Acquisiton	2021-04-15	284,998	$1.73	8,823,142	No	4	X	Direct
Common Stock	Disposition	2021-04-15	8,328	$50.32	8,814,814	No	4	S	Direct
Common Stock	Disposition	2021-04-15	9,799	$50.32	8,805,015	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	X	Direct
No	4	X	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Common Stock Warrants (right to buy)	Disposition	2021-04-15	242,248	$0.00	242,248	$1.73
Common Stock	Common Stock Warrants (right to buy)	Disposition	2021-04-15	284,998	$0.00	284,998	$1.73

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2013-09-06	2023-09-06	No	4	X	Direct
0	2014-12-19	2024-12-18	No	4	X	Direct

Footnotes

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 KPCB XIII Associates, LLC ("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 617,061 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 shares are directly held by 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 637,658 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.
On April 15, 2021, KPCB XIII exercised a warrant to purchase 242,248 shares of the Issuer's Common Stock for $1.73 per share. KPCB XIII paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 8,328 of the warrant shares to pay the exercise price and issuing to KPCB XIII the remaining 233,920 shares. Excludes 602 similarly withheld shares of Common Stock that were 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 shares are directly held by 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 637,056 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.
On April 15, 2021, KPCB XIII exercised a warrant to purchase 284,998 shares of the Issuer's Common Stock for $1.73 per share. KPCB XIII paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 9,799 of the warrant shares to pay the exercise price and issuing to KPCB XIII the remaining 275,199 shares. Excludes 708 similarly withheld shares of Common Stock that were 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 shares are directly held by 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 636,348 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 warrant is directly held by KPCB XIII. The warrant is 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 warrant is shared by individual managing directors of XIII Associates, none of whom has veto power. Excludes 17,508 shares of Common Stock underlying the warrant 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 warrant. 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.
The warrant is directly held by KPCB XIII. The warrant is 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 warrant is shared by individual managing directors of XIII Associates, none of whom has veto power. Excludes 20,597 shares of Common Stock underlying the warrant 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 warrant. any other purpose. 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.