Form Type: 4

SEC EDGAR Link
Accession Number:0001387131-20-005593
Date:2020-06-08
Issuer: PROGYNY, INC. (PGNY)
Original Submission Date:

Reporting Person:

TPG GROUP HOLDINGS (SBS) ADVISORS, INC.
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300 FORT WORTH, TX 76102

Reporting Person:

BONDERMAN DAVID
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300 FORT WORTH, TX 76102

Reporting Person:

COULTER JAMES G
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300 FORT WORTH, TX 76102

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2020-06-08 S 45,878 d $24.02 19,514,240 indirect
COMMON STOCK 2020-06-08 S 82,623 d $24.94 19,431,617 indirect
COMMON STOCK 2020-06-09 S 17,183 d $24.76 19,414,434 indirect
COMMON STOCK 2020-06-09 S 34,316 d $25.00 19,380,118 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 david bonderman and james g. coulter are the sole shareholders of tpg group holdings (sbs) advisors, inc. (together with messrs. bonderman and coulter, the "reporting persons"), which is the sole member of tpg group holdings (sbs) advisors, llc, which is the general partner of tpg group holdings (sbs), l.p., which is the sole member of tpg holdings i-a, llc, which is the general partner of tpg holdings i, l.p., which is the sole member of tpg biotechnologies genpar iii advisors, llc, which is the general partner of tpg biotechnology genpar iii, l.p., which is the general partner of tpg biotechnology partners iii, l.p. ("tpg biotech iii"), which directly holds 19,380,118 shares of common stock, $0.0001 par value per share ("common stock"), of progyny, inc. (the "issuer").
f2 the sales reported in this form 4 were effected pursuant to a rule 10b5-1 trading plan adopted by tpg biotech iii.
f3 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $23.575 to $24.555, inclusive. the reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission (the "commission"), upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
f4 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $24.58 to $25.29, inclusive. the reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
f5 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $24.52 to $24.84, inclusive. the reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
f6 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $24.845 to $25.84, inclusive. the reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
f7 because of the relationship between the reporting persons and tpg biotech iii, the reporting persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of tpg biotech iii. each of tpg biotech iii and each reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of tpg biotech iii's or such reporting person's pecuniary interest therein, if any.
f8 pursuant to rule 16a-1(a)(4) under the exchange act, this filing shall not be deemed an admission that the reporting persons are, for purposes of section 16 of the securities exchange act of 1934, as amended (the "exchange act") or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
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