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Progyny chairman Schlanger sells 161,208 shares

The sales were made in multiple transactions, with reported prices ranging from $35.00 to $35.99 and from $35.00 to $35.32.

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Form Type
4

Rhea-AI Filing Summary

Progyny, Inc. (PGNY) Executive Chairman David J. Schlanger exercised options for 161,208 shares at $0.9100 per share on November 9, 2026, and sold those shares at a weighted average of $35.7263 per share.

On November 5, 2026, he exercised 3,400 options at $0.9100 per share and sold those shares at a weighted average of $35.2209 per share. Both sales were made under a Rule 10b5-1 trading plan entered into on July 2, 2026. The options were fully vested and exercisable.

Insider Schlanger David J
Role Executive Chairman
Sold 164,608 shs ($5.88M)
Approx. gross sale proceeds $5.88M
Approx. exercise cost $150K
Approx. pre-tax spread $5.73M
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) F4 161,208 $0.00 $0.00
Exercise Common Stock 161,208 $0.91 $147K
Sale Common Stock F1, F3 161,208 $35.7263 $5.76M
Exercise Stock Option (Right to Buy) F4 3,400 $0.00 $0.00
Exercise Common Stock 3,400 $0.91 $3K
Sale Common Stock F1, F2 3,400 $35.2209 $120K
Holdings After Transaction: Stock Option (Right to Buy) — 67,620 options (Direct); Common Stock — 238,462 shares (Direct)
Footnotes (4)
  1. F1. Shares sold pursuant to a Rule 10b5-1 trading plan entered into on July 2, 2026.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.32, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.99, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  4. F4. These options are fully vested and exercisable.
Options exercised 161,208 shares November 9, 2026
Exercise price $0.9100 per share Options exercised on November 9, 2026, and November 5, 2026
Shares sold 161,208 shares November 9, 2026
Weighted average sale price $35.7263 per share November 9, 2026
Options exercised 3,400 shares November 5, 2026
Shares sold 3,400 shares November 5, 2026
Weighted average sale price $35.2209 per share November 5, 2026
Rule 10b5-1 trading plan regulatory
"Shares sold pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
fully vested and exercisable financial
"These options are fully vested and exercisable"

FAQ

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

How many PGNY shares did David J. Schlanger sell?

David J. Schlanger sold 161,208 shares on November 9, 2026, at a weighted average of $35.7263 per share, and 3,400 shares on November 5, 2026, at a weighted average of $35.2209 per share. The respective transaction price ranges were $35.00 to $35.99 and $35.00 to $35.32.

What was the PGNY option exercise price?

Schlanger exercised options at $0.9100 per share on November 9, 2026, and November 5, 2026. The options were fully vested and exercisable.

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

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SEC Form 4
FORM 4UNITED 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).
X
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*
Schlanger David J

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/05/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock11/05/2026M3,400A$0.91241,862D
Common Stock11/05/2026S(1)3,400D$35.2209(2)238,462D
Common Stock11/09/2026M161,208A$0.91399,670D
Common Stock11/09/2026S(1)161,208D$35.7263(3)238,462D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$0.9111/05/2026M3,400 (4)08/03/2027Common Stock3,400$0228,828D
Stock Option (Right to Buy)$0.9111/09/2026M161,208 (4)08/03/2027Common Stock161,208$067,620D
Explanation of Responses:
1. Shares sold pursuant to a Rule 10b5-1 trading plan entered into on July 2, 2026.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.32, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.99, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
4. These options are fully vested and exercisable.
Remarks:
/s/ Mark Livingston, Attorney-in-Fact11/09/2026
** Signature of Reporting PersonDate
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)

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