Progyny EVP has 1,307 shares withheld for taxes

Progyny, Inc. (PGNY) executive Allison Swartz, EVP and General Counsel, reported two dispositions of common stock on September 3 and September 4, 2026, totaling 1,307 shares.

Available on EDGAR 09/08/2026 - 04:19 PM EDT Accepted by SEC EDGAR 09/08/2026 - 04:18 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Progyny, Inc. (PGNY) executive Allison Swartz, EVP and General Counsel, reported two dispositions of common stock on September 3 and September 4, 2026, totaling 1,307 shares. The shares were withheld for payment of withholding taxes upon the vesting of restricted stock units granted to her, and no Rule 10b5-1 plan is reported.

Insider Trade Summary

Tax Withholding: 1,307 shares

Tax Withholding 2 txns

Insider Swartz Allison

Role EVP, GC

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	479	$26.61	$13K
Tax Withholding	Common Stock F1	828	$26.29	$22K

Holdings After Transaction: Common Stock — 79,719 shares (Direct)

Footnotes (1)

1. F1. Shares withheld for payment of withholding taxes upon the vesting of restricted stock units granted to the Reporting Person.

Key Figures

Shares withheld for taxes (September 3, 2026): 828 shares Shares withheld for taxes (September 4, 2026): 479 shares Total shares withheld for tax liability: 1,307 shares +2 more

5 metrics

Shares withheld for taxes (September 3, 2026) 828 shares Common stock withheld to pay withholding taxes on RSU vesting at $26.29 per share

Shares withheld for taxes (September 4, 2026) 479 shares Common stock withheld to pay withholding taxes on RSU vesting at $26.61 per share

Total shares withheld for tax liability 1,307 shares Aggregate of both code F tax-withholding dispositions reported

Reference price per share (September 3, 2026) $26.29 per share Price associated with 828 shares withheld

Reference price per share (September 4, 2026) $26.61 per share Price associated with 479 shares withheld

Key Terms

restricted stock units, withholding taxes, Rule 10b5-1, payment of tax liability

4 terms

restricted stock units financial

"upon the vesting of restricted stock units granted to the Reporting Person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

withholding taxes financial

"Shares withheld for payment of withholding taxes upon the vesting"

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

Rule 10b5-1 regulatory

"no Rule 10b5-1 trading plan is reported for these transactions"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

payment of tax liability financial

"Payment of tax liability by delivering or withholding securities"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Progyny (PGNY) executive Allison Swartz report in this Form 4?

Allison Swartz, EVP and General Counsel of Progyny (PGNY), reported two dispositions of common stock totaling 1,307 shares. These shares were withheld to cover withholding taxes upon the vesting of restricted stock units previously granted to her.

On what dates did the PGNY insider stock tax-withholding transactions occur?

The reported tax-withholding dispositions occurred on September 3, 2026 and September 4, 2026. Both transactions involved common stock of Progyny, Inc. and were tied to RSU vesting for executive Allison Swartz.

How many Progyny (PGNY) shares were withheld in each Form 4 transaction?

On September 3, 2026, 828 shares of Progyny common stock were withheld at a reference price of $26.29 per share. On September 4, 2026, an additional 479 shares were withheld at $26.61 per share, for tax payments on RSU vesting.

Was the Progyny (PGNY) Form 4 filed under a Rule 10b5-1 trading plan?

No. The filing indicates that no Rule 10b5-1 trading plan is reported for these transactions. The reported dispositions reflect shares withheld for tax obligations associated with restricted stock unit vesting.

What is the nature of the Form 4 transactions reported by the PGNY EVP, GC?

Both transactions are coded F, described as payment of tax liability by delivering or withholding securities. Footnotes state the shares were withheld to pay withholding taxes due upon vesting of restricted stock units granted to the reporting person.

Did the Form 4 disclose Swartz’s remaining PGNY share holdings after the transactions?

The Form 4 entries for these transactions list no post-transaction share balance in the provided data. The disclosure focuses on the 1,307 shares withheld for tax purposes tied to restricted stock unit vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Swartz Allison

(Last) (First) (Middle)

C/O PROGYNY, INC.

1359 BROADWAY, 2ND FL

(Street)

NEW YORK NEW YORK 10018

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Progyny, Inc. [ PGNY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GC

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/03/2026		F		828(1)	D	$26.29	80,198	D
Common Stock	09/04/2026		F		479(1)	D	$26.61	79,719	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld for payment of withholding taxes upon the vesting of restricted stock units granted to the Reporting Person.

Remarks:

	/s/ Mark Livingston, Attorney-in-Fact	09/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)