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PGNY on Nasdaq

Progyny, Inc.

Logo: progyny.com3

Fertility benefits management company1

In its 2026 annual report the company says: “Progyny is a global leader in women’s health and family building solutions. Through our differentiated approach to benefits plan design, member education and support and active network management, our clients’ employees are able to pursue the most effective treatment across life’s milestones from the best providers and specialists and achieve optimal outcomes.”5 It was founded by Gina Bartasi.1 It is headquartered in New York, New York.1 Its shares trade on Nasdaq under the symbol PGNY.1

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Last updated Oct 21, 2026.

Overview

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  • TickerPGNY on Nasdaq1
  • IndustryServices-Misc Health & Allied Services, NEC1
  • HeadquartersNew York, New York1
  • Websiteprogyny.com
  • Incorporated inDE4
  • Business address1359 Broadway, 2Nd Floor, New York, Ny 100184
  • Filer categoryLarge accelerated filer4

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Progyny is a global leader in women’s health and family building solutions. We envision a world where everyone can realize their dreams of family and ideal health. Our mission is to empower healthier, supported journeys through transformative fertility, family building and women’s health benefits. Through our differentiated approach to benefits plan design, member education and support and active network management, our clients’ employees are able to pursue the most effective treatment across life’s milestones from the best providers and specialists and achieve optimal outcomes.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

23.6%Gross margin6
6.6%Operating margin6
4.5%Net margin6
10.4%Revenue growth, 20256
11.3%Return on equity6
$191.8MFree cash flow6

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Fertility benefit services revenue brought in 64% of the revenue Progyny, Inc. broke down this way in fiscal 2025.

  1. Fertility benefit services revenue$830.9M664%up 14% from 2024
  2. Pharmacy benefit services revenue$457.7M636%up 5% from 2024
Products and services by year
Products and services202320242025
Fertility benefit services revenue$676.3M$729.6M$830.9M
Pharmacy benefit services revenue$412.3M$437.7M$457.7M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue76¢$984.2M
  • Research and development1¢$9.5M
  • Other costs15¢$199.6M
  • Income tax3¢$36.9M
  • Profit5¢$58.5M

Out of $1.3B in revenue.6

Where each dollar of operating cash went, fiscal 2025

  • Capital spending9¢$18.4M
  • Share buybacks39¢$81.7M
  • Kept or used elsewhere52¢$110.1M

Out of $210.2M of cash from operations.6

Financial statements

Revenue789106$1.3B in 2025+461% since 2019
0$500.0M$1.0B$1.5B2019: $229.7M$229.7M20192020: $344.9M$344.9M2020+50%2021: $500.6M$500.6M2021+45%2022: $786.9M$786.9M2022+57%2023: $1.1B$1.1B2023+38%2024: $1.2B$1.2B2024+7%2025: $1.3B$1.3B2025+10%
Gross profit789106$304.5M in 2025+569% since 2019
0$100.0M$200.0M$300.0M$400.0M2019: $45.5M$45.5M20192020: $70.1M$70.1M2020+54%2021: $112.1M$112.1M2021+60%2022: $167.3M$167.3M2022+49%2023: $238.8M$238.8M2023+43%2024: $253.4M$253.4M2024+6%2025: $304.5M$304.5M2025+20%
Operating income789106$85.3M in 2025+781% since 2019
0$25.0M$50.0M$75.0M$100.0M2019: $9.7M$9.7M20192020: $8.3M$8.3M2020−14%2021: $32.3M$32.3M2021+287%2022: $23.3M$23.3M2022−28%2023: $62.2M$62.2M2023+166%2024: $67.5M$67.5M2024+8%2025: $85.3M$85.3M2025+26%
Net income789106$58.5M in 2025
-$20.0M0$20.0M$40.0M$60.0M$80.0M2019: -$8.6M-$8.6M20192020: $46.5M$46.5M20202021: $65.8M$65.8M2021+42%2022: $30.4M$30.4M2022−54%2023: $62.0M$62.0M2023+104%2024: $54.3M$54.3M2024−12%2025: $58.5M$58.5M2025+8%

Every line of the income statement as filed: the last 3 fiscal years (annual) or 8 quarters (quarterly), latest first.6

Period ending2025-12-312024-12-312023-12-31
Revenue$1.3B$1.2B$1.1B
Cost of services$984.2M$913.9M$849.8M
Gross profit$304.5M$253.4M$238.8M
Sales and marketing$72.1M$63.9M$59.5M
General and administrative$147.1M$122.0M$117.1M
Total operating expenses$219.2M$185.9M$176.6M
Income from operations$85.3M$67.5M$62.2M
Interest and other income, net$10.2M$15.7M$8.5M
Income before income taxes$95.4M$83.2M$70.7M
Provision for income taxes$36.9M$28.9M$8.7M
Net income$58.5M$54.3M$62.0M
Basic (in dollars per share)$0.68$0.59$0.65
Diluted (in dollars per share)$0.65$0.57$0.62
Basic (in shares)85.7M shares91.5M shares95.0M shares
Diluted (in shares)89.9M shares95.4M shares100.7M shares

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Corporate structure

Progyny, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Progyny, Inc.

  • Progyny, Inc. New York, New York

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Progyny, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$42.3M6 Dec 31, 2025$20.8M6 Dec 31, 2024+103.7%
Accumulated depreciation$12.3M6 Dec 31, 2025$8.4M6 Dec 31, 2024+47.5%
Property and equipment, net$29.9M6 Dec 31, 2025$12.4M6 Dec 31, 2024+141.7%
Operating-lease assets (leased space)$25.0M6 Dec 31, 2025$17.3M6 Dec 31, 2024+44.9%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$112.2M6 Dec 31, 2025$162.3M6 Dec 31, 2024−30.9%
Marketable securities, current$197.9M6 Dec 31, 2025$65.6M6 Dec 31, 2024+201.4%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$20.0M6 Dec 31, 2025$15.5M6 Dec 31, 2024+28.6%
Finite-lived intangibles, gross$16.7M6 Dec 31, 2025$10.9M6 Dec 31, 2024+53.0%
Accumulated amortization$10.5M6 Dec 31, 2025$9.6M6 Dec 31, 2024+9.0%
Finite-lived intangibles, net$6.2M6 Dec 31, 2025$1.3M6 Dec 31, 2024+377.1%

Properties, in its own words

Our corporate headquarters is located at 1359 Broadway, New York, New York 10018, under a sublease that commenced in September 2019 and expires in May 2029. In February 2023, we entered into a lease, which expires in April 2036, for additional space in the same location and also for continued occupancy of our current space after the current sublease expires. We use our headquarters for administration, sales and marketing and client support. For additional information, please refer to Part II, Item 8 “Financial Statements and Supplementary Data — Note 7 — Leases” in this Annual Report on Form 10-K.

Item 2 of the 10-K filed Feb 27, 2026.5

The story

Founded by Gina Bartasi.1

Leadership

Who has led Progyny, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. David J. Schlanger2019–2021
  2. Peter Anevski2022–now

Chair

  1. David J. Schlanger2022–now

President

  1. Peter Anevski2020–2021
  2. Michael E. Sturmer2022–now

Chief financial officer

  1. Mark S. Livingston2020–now

Chief operating officer

  1. Peter Anevski2020–2021
20202025
Board members and other officers (20)

Former names

  • Auxogyn, Inc.Mar 19, 2015 to Mar 19, 20154
  • Auxogyn IncJun 4, 2012 to Sep 16, 20134

Timeline

  1. Aug 6, 20268-K Results of operations; Regulation FD disclosure39
  2. May 27, 20268-K Bylaws or fiscal year changed; Shareholder vote40
  3. May 26, 20268-K Other events41
  4. May 7, 20268-K Results of operations; Regulation FD disclosure42
  5. Mar 13, 20268-K Other events43
  6. Feb 26, 20268-K Results of operations; Regulation FD disclosure44
  7. Jan 12, 20268-K Results of operations45
  8. Dec 17, 20258-K Executive or director change46
  9. Nov 6, 20258-K Results of operations; Regulation FD disclosure47
  10. Aug 7, 20258-K Results of operations48
  11. Jul 8, 20258-K Entered a material agreement; Results of operations; New debt or obligation49
  12. May 28, 20258-K Shareholder vote50
  13. Jan 3, 2022New chief executive Peter Anevski becomes CEO14
  14. Oct 24, 2019New chief executive David J. Schlanger becomes CEO15
  15. 2019Went public Listed on NASDAQ1

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.15 a share, on Nov 6, 2025.51

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results39
  2. May 7, 2026Reported quarterly or annual results42
  3. Feb 26, 2026Reported quarterly or annual results44
  4. Jan 12, 2026Reported quarterly or annual results45
  5. Nov 6, 2025Reported quarterly or annual results47
  6. Aug 7, 2025Reported quarterly or annual results48
  7. Jul 8, 2025Reported quarterly or annual results49
  8. May 8, 2025Reported quarterly or annual results52

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

565 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 43 major events, 395 insider forms, 30 large holders, 77 other. The latest 20:

  1. Oct 14, 2026144 EDGAR
  2. Sep 28, 20264 EDGAR
  3. Sep 23, 2026144 EDGAR
  4. Sep 21, 20264 EDGAR
  5. Sep 18, 20264/A EDGAR
  6. Sep 14, 20264 EDGAR
  7. Sep 10, 2026144 EDGAR
  8. Sep 8, 20264 EDGAR
  9. Sep 8, 20264 EDGAR
  10. Sep 8, 20264 EDGAR
  11. Sep 4, 20264 EDGAR
  12. Sep 1, 20264 EDGAR
  13. Aug 7, 202610-Q EDGAR
  14. Aug 6, 20268-K EDGAR
  15. Aug 6, 2026SCHEDULE 13G/A EDGAR
  16. Jul 16, 20264 EDGAR
  17. Jul 14, 2026144 EDGAR
  18. Jun 23, 20264 EDGAR
  19. Jun 8, 2026SCHEDULE 13G/A EDGAR
  20. Jun 5, 20264 EDGAR

The 565 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

293 open-market trades by officers, directors and large owners since October 2021: 3 buys and 290 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 23, 2026Swartz AllisonEVP, GCSale3,903$26.10$101.9KForm 4
Sep 10, 2026GORDON KEVIN KDirectorSale11,500$27.12$311.9KForm 4
Sep 10, 2026GORDON KEVIN KDirectorSale11,500$27.94$321.3KForm 4
Jul 14, 2026Cummings Melissa BChief Operating OfficerSale2,244$31.60$70.9KForm 4
Jun 4, 2026Livingston Mark S.CHIEF FINANCIAL OFFICERSale2,517$25.50$64.2KForm 4
Jun 4, 2026Swartz AllisonEVP, GCSale599$25.08$15.0KForm 4
Jun 3, 2026Swartz AllisonEVP, GCSale1,199$25.02$30.0KForm 4
Jun 2, 2026Livingston Mark S.CHIEF FINANCIAL OFFICERSale279$26.20$7.3KForm 4
Jun 2, 2026Clapp GeoffreyChief Product OfficerSale1,530$25.58$39.1KForm 4
Jun 1, 2026Scott CherylDirectorSale7,439$26.39$196.3KForm 4
May 28, 2026Swartz AllisonEVP, GCSale2,398$25.46$61.1KForm 4
May 27, 2026GORDON KEVIN KDirectorSale5,500$24.99$137.4KForm 4
May 20, 2026Livingston Mark S.CHIEF FINANCIAL OFFICERSale8,275$25.50$211.0KForm 4
May 19, 2026Cummings Melissa BChief Operating OfficerSale9,578$25.00$239.4KForm 4
Mar 4, 2026Swartz AllisonEVP, GCSale599$17.54$10.5KForm 4
Mar 3, 2026Swartz AllisonEVP, GCSale4,657$17.40$81.0KForm 4
Mar 2, 2026Swartz AllisonEVP, GCSale2,199$17.27$38.0KForm 4
Dec 11, 2025Livingston Mark S.CHIEF FINANCIAL OFFICERSale459$25.50$11.7KForm 4
Dec 4, 2025Swartz AllisonEVP, GCSale530$24.59$13.0KForm 4
Dec 2, 2025Livingston Mark S.CHIEF FINANCIAL OFFICERSale213$25.50$5.4KForm 4

All 293 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Peter AnevskiChief Executive Officer58$870.0K$7.2M62
2025Melissa CummingsChief Operating Officer56$429.5K$2.7M62
2025Mark LivingstonChief Financial Officer60$533.0K$2.5M62
2025Geoffrey ClappChief Product Officer52$336.5K$1.8M62
2025Allison SwartzEVP, General Counsel and Secretary37$409.5K$1.6M62
2024Mark LivingstonChief Financial Officer60$482.0K$2.1M62
2024Allison SwartzEVP, General Counsel and Secretary37$363.0K$1.9M62
2024Peter AnevskiChief Executive Officer58$780.0K$1.4M62
2023Mark LivingstonChief Financial Officer60$425.0K$1.4M62
2023Peter AnevskiChief Executive Officer58$500.0K$1.1M62
2023Allison SwartzEVP, General Counsel and Secretary37$350.0K$546.2K62

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.11,599,921$334.4M0.0%−398,546
Fmr LLC7,004,280$201.9M0.0%+503,461
Vanguard Portfolio Management LLC5,019,465$144.7M0.0%−272,563
Vanguard Capital Management LLC3,210,723$92.6M0.0%−270,616
State Street Corp3,022,859$87.1M0.0%−57,434
Ameriprise Financial Inc2,763,514$79.7M0.0%−61,817
Fort Washington Investment Advisors Inc /oh/2,548,164$73.5M0.4%−145,229
Geode Capital Management, LLC1,969,208$56.8M0.0%−73,757
Citadel Advisors LLC1,785,717$51.5M0.0%New
Dimensional Fund Advisors LP1,688,670$48.7M0.0%+115,245
Soleus Capital Management, L.P.1,602,000$46.2M1.6%−465,000
Morgan Stanley1,535,897$44.3M0.0%−751,720
Wellington Management Group Llp1,496,633$43.1M0.0%−790,748
Disciplined Growth Investors Inc /mn1,181,632$34.1M0.6%+607,066
Loomis Sayles & Co L P1,080,928$31.2M0.0%+92,538
Baillie Gifford & Co1,078,629$31.1M0.0%−142,100
Jane Street Group, LLC1,063,363$30.7M0.0%+914,457
Easterly Investment Partners LLC958,117$27.6M1.4%+124,669
Charles Schwab Investment Management Inc954,065$27.5M0.0%+155,441
Northern Trust Corp802,885$23.1M0.0%−15,291
Aqr Capital Management LLC797,534$23.0M0.0%+141,140
American Century Companies Inc778,839$22.5M0.0%+553,047
Fideuram Asset Management (Ireland) dac904,062$18.4M0.4%+823,237
River Road Asset Management, LLC635,023$18.3M0.2%−41,204
Nuveen, LLC606,955$17.5M0.0%+19,192

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

5 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Dec 6, 2024Josh GottheimerDemocratic, HouseSale$1,001 - $15,000−59.0%Report
Jul 30, 2020Gilbert Ray Cisneros, Jr.Democratic, HouseBuy$1,001 - $15,000−133.6%Report
Jun 30, 2020Gilbert Ray Cisneros, Jr.Democratic, HouseBuy$1,001 - $15,000−143.9%Report
Jun 1, 2020Gilbert Ray Cisneros, Jr.Democratic, HouseBuy$1,001 - $15,000−138.2%Report
May 21, 2020Gilbert Ray Cisneros, Jr.Democratic, HouseBuy$1,001 - $15,000−151.6%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How Progyny, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARProgyny, Inc.2
  • CIK0001551306
  • Employer ID (EIN)27-22201395
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 312
  • Industry code (SIC)8090 Services-Misc Health & Allied Services, NEC2
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance2
  • Business address1359 Broadway, 2Nd Floor, New York, NY 100182
  • Phone212-888-31242
  • Shares outstanding76,726,798 as of Jul 31, 202612
  • Public float$1.9B as of Jun 30, 20255
  • AuditorErnst & Young LLP, New York, NY PCAOB ID 42; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceJun 4, 20122
  • Filings928 in all: 4 (650), 8-K (58), 144 (52), 3 (26), SC 13G/A (23), 10-Q (21), 4/A (14), SC 13G (9)2
    All 31 form types

    S-8 (8), 10-K (7), DEF 14A (7), DEFA14A (7), SCHEDULE 13G/A (7), UPLOAD (7), CORRESP (6), D (5), ARS (3), SCHEDULE 13G (3), 3/A (2), DRSLTR (2), 424B4 (1), 8-A12B (1), 8-K/A (1), CERT (1), DRS (1), DRS/A (1), EFFECT (1), PRE 14A (1), S-1 (1), S-1/A (1), SC 13D (1)

  • Latest filingsAnnual report (10-K) Feb 27, 2026
    Quarterly report (10-Q) Aug 7, 2026
    Proxy statement (DEF 14A) Apr 10, 2026
    Latest 8-K (8-K) Aug 6, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock,$0.0001 par value per sharePGNYThe Nasdaq Global Select Market

From the cover page of the 10-K filed Feb 27, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks Progyny, Inc. names in Item 1A of its 10-K filed Feb 27, 2026: 53 risks under these headings, as written.5

  • Risks Related to Our Business and Industry
  • We may fail to meet our publicly announced guidance or other expectations about our business and future results of operations, which would cause our stock price to decline.
  • The market in which we operate is highly competitive, and, if we do not continue to compete effectively, our business, financial condition and results of operations could be harmed.
  • Unfavorable conditions in the global economy or our industry could limit our ability to grow our business and negatively affect our results of operations.
  • Our business depends on our ability to retain our existing clients and increase the adoption of our services within our client base. Any failure to do so would harm our business, financial condition and results of operations.
  • Our largest clients account for a significant portion of our revenue, and a significant number of our clients are in the technology industry. The loss of one or more of these clients, changes to pricing terms with these clients or changes within the technology industry could negatively impact our business, financial condition and results of operations.
  • If we are unable to attract new clients, our business, financial condition and results of operations would be adversely affected.
  • A significant change in the utilization of our solutions, including the consumption rate or the mix of utilization, could have an adverse effect on our business, financial condition and results of operations.
  • Acquisitions, strategic investments, or partnerships could be difficult to identify, pose integration challenges, divert the attention of management, disrupt our business, dilute stockholder value, and adversely affect our business, financial condition and results of operations.
  • We have a limited operating history with our current platform of solutions, which makes it difficult to predict our future results of operations.
  • We have a history of operating losses and may not sustain profitability in the future.
  • The health benefits industry may be subject to negative publicity, which could adversely affect our business, financial condition and results of operations.
The other 42 risks
  • If our information technology systems, or those of third parties with whom we do business, including our provider clinics, specialty pharmacies or other vendors, lag, fail or suffer cybersecurity breaches, we may experience a material disruption of our services or suffer a loss or inappropriate disclosure of confidential information, which could materially impact our business and results of operations.
  • Our use of artificial intelligence may subject us to new or heightened legal, regulatory, ethical, operational or other challenges.
  • If we fail to offer high-quality support, our reputation could suffer.
  • Failure to effectively develop and expand our marketing and sales capabilities could harm our ability to increase our client base and achieve broader market acceptance of the solutions we provide.
  • Our future revenue and client base may not grow at the rates they historically have, or at all.
  • If the estimates and assumptions we use to determine the size of the target markets for our services are inaccurate, our future growth rate may be impacted, and our business would be harmed.
  • We may not be able to successfully manage our growth, and if we are not able to grow efficiently, our business, financial condition and results of operations could be harmed.
  • Our business experiences seasonality, which may cause fluctuations in our revenue and results of operations.
  • If our new solutions and services are not adopted by our clients or members, or if we fail to innovate and develop new offerings that are adopted by our clients, our revenue and results of operations may be adversely affected.
  • If we fail to adapt and respond effectively to the changing medical landscape, changing laws, regulations or government actions or enforcement priorities, or changing client needs, requirements or preferences, our offerings may become less competitive.
  • If we fail to maintain and enhance our brand, our ability to expand our client base will be impaired, and our business, financial condition and results of operations may suffer.
  • If we fail to retain members of our management team or other key employees or fail to attract additional qualified personnel, our business and future growth may be negatively impacted.
  • Any litigation against us could be costly and time-consuming to defend and could harm our business, financial condition and results of operations.
  • We are exposed to credit risk from our members.
  • Our business with government entities is subject to a number of challenges and risks.
  • Failure to enforce our intellectual property rights could impair our ability to protect our proprietary technology and our brand.
  • We may not be able to utilize a portion of our net operating loss carryforwards, which could adversely affect our profitability.
  • Changes in our effective tax rate or tax liabilities may have an adverse effect on our results of operations.
  • Certain U.S. state tax authorities may assert that we have a state nexus and seek to impose state and local taxes, which could adversely affect our results of operations.
  • Our reported financial results may be adversely affected by changes in accounting principles generally accepted in the United States.
  • If our estimates or judgments relating to our critical accounting policies prove to be incorrect, our results of operations could be adversely affected.
  • Risks Related to Our Relationships with Third Parties
  • Our business depends on our ability to maintain our Center of Excellence network of high-quality fertility specialists and other healthcare providers. If we are unable to do so, our future growth would be limited and our business, financial condition and results of operations would be harmed.
  • Our growth depends in part on the success of our strategic relationships with, and monitoring of, third parties, including channel partners and vendors, as well as insurance carriers.
  • If we fail to maintain an efficient pharmacy distribution network or if there is a disruption to our network of specialty pharmacies or their supply chains or business economics, our business, financial condition and results of operations could suffer.
  • If we lose our relationship with one or more key pharmacy program partners, or if the rebates provided by pharmacy program partners decline, our business and results of operations could be adversely affected.
  • Our marketing efforts depend on our ability to maintain our relationships with benefits consultants and receive positive references from our existing clients, channel partners and benefits consultants.
  • Risks Related to Legal and Regulatory Requirements
  • We operate in a highly regulated industry and must comply with a significant number of new and evolving legal and regulatory requirements, as well as complex judicial mandates, which could have an adverse impact on our business.
  • Changes in State and Federal Laws Related to Reproductive Rights and Fertility Benefits
  • Licensing Requirements
  • HIPAA Privacy and Security Requirements
  • Other Data Privacy and Cybersecurity Requirements
  • Data Protection and Breaches
  • Consumer Protection Laws
  • ERISA Regulation
  • State Corporate Practice and Fee-Splitting Prohibitions
  • Restrictions on Communication
  • We are part of the broader healthcare industry and subject to increasing scrutiny, disclosure requirements and regulation within our business, including with respect to Progyny Rx’s PBM operations, which may adversely affect our business, financial condition and results of operations.
  • As a result of being a public company, we are obligated to develop and maintain proper and effective internal control over financial reporting, and any failure to maintain the adequacy of these internal controls may adversely affect investor confidence in our company and, as a result, the value of our common stock.
  • We are subject to anti-corruption, anti-bribery, anti-money laundering, and similar laws, and non-compliance with such laws can subject us to criminal or civil liability and harm our business, financial condition and results of operations.
  • Changing rules and regulations regarding environmental, social and governance practices and reporting could cause us to incur additional costs, devote additional resources and expose us to additional risks, which could adversely impact our reputation, or otherwise adversely impact our business.
  • Risks Related to Ownership of Our Common Stock
  • Our stock price may experience volatility, and the value of our common stock may decline.
  • An active trading market for our common stock may not be sustained.
  • We have experienced and may in the future experience fluctuations in our financial results, making it difficult to project future results, and if we fail to meet the expectations of securities analysts or investors with respect to our results of operations, our stock price and the value of your investment could decline.
  • Future sales of our common stock in the public market, including in connection with financings, acquisitions, our equity incentive plan or otherwise, could cause the market price of our common stock to decline.
  • If securities or industry analysts do not publish research, or publish unfavorable or inaccurate research, about our business, the market price and trading volume of our common stock could decline.
  • We do not intend to pay dividends for the foreseeable future, and, as a result, your ability to receive a return on your investment will depend on appreciation in the price of our common stock.
  • Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current management and limit the market price of our common stock.
  • Our amended and restated certificate of incorporation designates the state courts in the State of Delaware or, if no state court located in the State of Delaware has jurisdiction, the federal court for the District of Delaware, as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could discourage lawsuits against us or our directors, officers, or other employees.

Legal proceedings

See Part II, Item 8 “Financial Statements and Supplementary Data — Note 15 — Commitments and Contingencies — Arbitration/Litigation.”

The opening of Item 3, Legal Proceedings.5

Sources

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