GORDON KEVIN K 4

4 · Progyny, Inc. · Filed May 26, 2026

AI-generated summary of this filing

Updated May 26, 2026

Progyny Director Kevin Gordon Receives RSU and Option Awards

What Happened

Kevin K. Gordon, a director of Progyny, Inc. (PGNY), received two awards on May 21, 2026: 6,792 restricted stock units (RSUs) and 30,373 derivative awards (option-type award/derivative). Both grants show a reported acquisition price of $0 (no cash paid at grant). These awards are compensation/award grants to be settled in shares subject to vesting conditions.

Key Details

Transaction date: May 21, 2026; Form 4 filed May 26, 2026 (filed within the SEC two-business-day deadline given the Memorial Day holiday).
Reported amounts: 6,792 RSUs (each represents a contingent right to one share) and 30,373 derivative awards (option-based award per footnote).
Reported price: $0.00 for both grants (typical for equity compensation awards).
Vesting: Both awards vest on the earlier of (i) May 21, 2027 or (ii) the calendar day immediately before the Issuer’s first annual meeting after the grant, subject to continued service (see footnotes F1 and F3).
Ownership/reporting vehicle: The securities are held directly by the Kevin Gordon Revocable Declaration of Trust U/A/D 9/3/2013; Mr. Gordon serves as trustee (footnote F2).
Shares owned after the transaction: Not specified in the provided filing.

Context

RSUs: Each RSU converts to one share when it vests; no immediate shares were sold. These are compensation awards, not open-market purchases or sales.
Options/derivatives: The 30,373 derivative award is subject to vesting and is not an immediate exercise or sale; it represents future potential shares if vesting conditions are met.
Interpretation: Awards to directors are common compensation and do not, by themselves, indicate a buy/sell signal. They reflect planned compensation and are contingent on continued service.

Form 4

Period: 2026-05-21

Director

Transactions

Award
Common Stock
[F1]
2026-05-21+6,792→ 14,818 total
Award
Stock Option (Right to Buy)
[F3]
2026-05-21+30,373→ 30,373 total
Exercise: $24.69Exp: 2036-05-20→ Common Stock (30,373 underlying)

Holdings

Footnotes (3)

[F1]Represents the number of shares of Issuer common stock underlying restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Issuer common stock. The RSUs will vest on the earlier of (i) May 21, 2027 or (ii) the calendar day immediately preceding the date of the Issuer's first annual meeting of stockholders following the grant date, subject to the Reporting Person's continued service on such date.
[F2]The reportable securities are held directly by the Kevin Gordon Revocable Declaration of Trust U/A/D 9/3/2013. The Reporting Person serves as trustee of the trust.
[F3]The shares subject to the option will vest on the earlier of (i) May 21, 2027 or (ii) the calendar day immediately preceding the date of the Issuer's first annual meeting of stockholders following the grant date, subject to the Reporting Person's continued service on such date.

Signature

/s/ Mark Livingston, Attorney-in-Fact|2026-05-26

1 file