Every 8-K that Progyny, Inc. (PGNY) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow PGNY and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full PGNY filings page.
Progyny, Inc. reported second quarter 2026 revenue of $350.5 million, up from $332.9 million a year earlier, driven by more clients and covered lives and with no contribution from a large former client. Gross profit rose to $89.3 million with a 25.5% margin.
Net income was $28.1 million, or $0.34 per diluted share, compared with $17.1 million, or $0.19, while Adjusted EBITDA increased to $62.1 million with a 17.7% margin. Operating cash flow was $50.4 million. The company ended June 30, 2026 with $236.9 million in cash, cash equivalents and marketable securities, $272.9 million of working capital, no debt and an undrawn $200 million revolver.
Progyny repurchased nearly 1.2 million shares for $31.5 million in the quarter and 2.0 million shares under its May 2026 authorization, leaving $142.5 million available. For full year 2026 it projects revenue of $1.360–$1.385 billion and net income of $104.8–$109.9 million.
Progyny, Inc. held its 2026 Annual Meeting of Stockholders where shareholders approved changes to its charter and bylaws that remove several supermajority voting requirements. These amendments make it easier for holders of a simple majority of shares to approve certain actions and business combinations.
Stockholders also elected three Class I directors to serve until the 2029 annual meeting, ratified Ernst & Young LLP as independent auditor for the 2026 fiscal year, and approved on an advisory basis the compensation of named executive officers. Overall shareholder participation was high, with over 91% of eligible shares represented in person or by proxy.
Progyny, Inc. announced that its board of directors has approved a share repurchase program authorizing the company to buy back up to $200 million of its common stock. The program will be funded from existing cash balances and allows repurchases in the open market, including under Rule 10b5-1 trading plans.
The timing and actual number of shares repurchased will depend on the stock price, market conditions and other factors the company considers relevant. The board may suspend or discontinue the program at any time, and there is no assurance that any specific amount of stock will be repurchased.
Progyny, Inc. reported record first quarter 2026 revenue of $328.5 million, up 1.4% year over year and up 12.2% excluding a large client that did not renew for 2025. Gross profit rose to $83.1 million with gross margin improving to 25.3% from 23.4%, reflecting efficiencies and lower stock-based compensation.
Net income increased to $24.2 million, or $0.29 per diluted share, compared with $15.1 million, or $0.17 per diluted share, a year earlier. Adjusted EBITDA was $56.6 million, or a 17.2% margin, slightly below the prior year as higher gross profit was offset by planned platform investments. Operating cash flow was $45.9 million.
The company ended the quarter with $225.1 million in cash, cash equivalents and marketable securities and no debt, after repurchasing more than 5.5 million shares in the quarter and 8.8 million shares cumulatively under its $200 million program, which is now completed. For full year 2026, Progyny projects revenue of $1.365 billion to $1.405 billion, net income of $103.7 million to $112.3 million, and Adjusted EBITDA of $232.0 million to $244.0 million.
Progyny, Inc. reported that it has entered into a proposed settlement of a stockholder derivative action in New York state court that challenged historical compensation practices for its non-employee directors. The company has issued a Notice of Pendency of Settlement of Derivative Action.
Under the settlement, Progyny will adopt corporate governance reforms for at least four years, including a new director compensation policy. Non-employee directors’ annual compensation will be capped at a cash award of up to $48,000 and an equity award of up to $240,000, for a total Annual Award not exceeding $288,000 per director, plus specified additional cash retainers for certain leadership roles.
The settlement provides only corporate governance benefits; stockholders will not receive direct monetary payments. Subject to court approval, Progyny and/or its insurers will pay $450,000 in attorneys’ fees and expenses to plaintiff’s counsel. A settlement hearing is scheduled for May 28, 2026, at 11 a.m. on Microsoft Teams, where the court will consider approval of the settlement, the fee request, and dismissal of the action with prejudice.
Progyny, Inc. reported record 2025 results and raised its outlook for 2026. Full-year 2025 revenue reached $1,288.7 million, up 10% from 2024, or 20% excluding a large former client under a transition agreement. Gross profit rose 20% to $304.5 million, lifting gross margin to 23.6%.
Net income for 2025 was $58.5 million, or $0.65 per diluted share, with Adjusted EBITDA of $222.1 million and a 17.2% Adjusted EBITDA margin. Operating cash flow hit a record $210.2 million. As of December 31, 2025, Progyny had $310.1 million in cash and marketable securities, $349.4 million of working capital, and no debt.
In the fourth quarter, revenue was $318.4 million, up 6.7% year over year, or 21% excluding the former client, while gross margin expanded to 24.1%. The company repurchased 3.3 million shares for $83.6 million in the quarter and about 6.5 million shares to date, spending roughly $160 million under its $200 million authorization.
For 2026, Progyny projects revenue of $1.355 billion to $1.405 billion, net income of $95.4 million to $106.1 million (or $1.10 to $1.22 per diluted share), Adjusted EBITDA of $224.0 million to $239.0 million, and continued revenue growth excluding the transitioned client.
Progyny, Inc. furnished an update to its previously issued financial guidance for the three months and full year ending December 31, 2025. The company did this by issuing a press release dated January 12, 2026, which is attached as Exhibit 99.1 to this Form 8-K and incorporated by reference into the disclosure under Item 2.02. The information in this item and the exhibit is being furnished rather than filed under securities laws, meaning it is not subject to certain liability provisions and is not automatically incorporated into other regulatory documents.
Progyny, Inc. announced that the employment of its President, Michael Sturmer, will end effective December 31, 2025, with severance provided under his existing 2021 employment agreement. The company is not appointing a new President, noting that it has strengthened its executive team with recent hires in commercial, technology, operations and product leadership roles.
To support continuity on key projects and strategic initiatives, Sturmer will remain as a non-employee consultant through December 31, 2026, under a new consulting agreement. He will receive an annual advisory fee of $250,000, and if he continues to serve through June 30, 2026, his outstanding and vested stock options will have their exercisability extended proportionally to the period of consulting services. The full consulting agreement will be filed as an exhibit to Progyny’s Annual Report on Form 10-K for the year ending December 31, 2025.
Progyny (PGNY) furnished an update on its latest results. The company announced financial results for the fiscal quarter ended September 30, 2025 and made these materials available to investors.
A press release and a supplemental earnings presentation were furnished as Exhibit 99.1 and Exhibit 99.2, respectively, and are also accessible via the investor relations site. The information furnished under Items 2.02 and 7.01, including these exhibits, is provided as furnished, not filed.