Form 4: Progyny CFO's Routine Tax-Related Stock Withholding

Progyny's Chief Financial Officer, Mark S. Livingston, reported the withholding of 479 shares of common stock for tax purposes following the vesting of restricted stock units.

Summary

• Mark S. Livingston, Chief Financial Officer of Progyny, Inc. (PGNY), reported a transaction on December 4, 2025.
• 479 shares of Progyny Common Stock were disposed of.
• The disposition was due to shares being withheld for payment of withholding taxes upon the vesting of restricted stock units granted to Mr. Livingston.
• The price per share for the withheld shares was $24.55.
• Following this transaction, Mr. Livingston beneficially owns 47,442 shares of Progyny Common Stock.

Sentiment

Score: 5

Explanation: Neutral, as the filing reports a routine, non-discretionary tax-related transaction by an insider, which typically has no material impact on the company's valuation or operational outlook.

Positives

• The transaction represents a routine tax withholding event, not a discretionary sale by the insider, indicating a standard process for equity compensation.

Negatives

• The transaction is a routine tax withholding and does not reflect any negative operational or financial performance of the company.

Future Outlook

This filing, a Form 4, does not contain any forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This type of insider transaction, involving the withholding of shares for tax purposes upon the vesting of restricted stock units, is a common and routine event across various industries for executives receiving equity compensation. It does not reflect specific industry trends or competitive dynamics.

Comparison to Industry Standards

• The reported transaction is a standard practice for managing tax obligations associated with equity compensation, consistent with corporate governance and compensation practices observed across publicly traded companies globally.

Stakeholder Impact

• Shareholders: Minimal impact, as this is a routine tax-related transaction and not a discretionary sale indicating a change in management's confidence.

Key Dates

Recommendation

This Form 4 reports a routine tax-related withholding of shares upon the vesting of restricted stock units for a key executive. It does not indicate a discretionary sale or purchase, nor does it provide new information regarding the company's operational or financial performance. Therefore, it has no material impact on the investment thesis, and a 'hold' recommendation is appropriate based solely on this filing.

Keywords

Progyny, PGNY, Form 4, Insider Transaction, Stock Withholding, Restricted Stock Units, CFO, Mark S. Livingston, Corporate Governance