Progyny, Inc. 10-K

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. Market Information Our common stock is listed on the Nasdaq Global Select Market under the symbol “PGNY”. Holders of Record As of January 31, 2022, there were approximately 59 stockholders of record of our common stock. Because many of our shares of common stock are held in “street name” by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders. 54 Table of Contents Dividend Policy We have never declared or paid cash dividends on our capital stock. We intend to retain any future earnings and do not expect to pay cash dividends in the foreseeable future. Purchases of Equity Securities by the Issuer and Affiliated Purchasers Our restricted stock units are subject to vesting and the underlying shares of common stock are issued when the restricted stock units vest. In the fourth quarter of 2021, we withheld shares through net settlements (where the award holder receives the net of the shares vested, after surrendering a portion of the shares back to the Company for tax withholding) for certain restricted stock units that vested. The following table provides a summary of shares surrendered back to the Company for tax withholding on restricted stock units that vested under our equity incentive plans in the three months ended December 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period Total Number of Shares Repurchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Dollar Amount of Shares That May Yet Be Purchased Under the Program ​ ​ ​ ​ ​ ​ ​ ​ ​ October 1, 2021 through October 31, 2021 ​ ​ 5,442 $ 59.32 ​ — $ — November 1, 2021 through November 30, 2021 ​ 2,499 61.35 ​ — — December 1, 2021 through December 31, 2021 ​ 8,758 50.13 ​ — — Total shares repurchased ​ ​ 16,699 $ 54.80 ​ — $ — (1) Represents shares withheld on net settlements of restricted stock units that vested under our equity incentive plans. 55 Table of Contents Stock Performance Graph This performance graph shall not be deemed "soliciting material" or to be "filed" with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of Progyny, Inc. under the Securities Act or the Exchange Act. The graph set forth below compares cumulative total return on our common stock with the cumulative total return of the (i) S&P Health Care (Sector) and (ii) the Nasdaq Composite Index resulting from an initial investment of $100 in each and, assuming the reinvestment of any dividends, based on closing prices. Measurement points are from October 24, 2019 (the date our common stock began trading on Nasdaq) through December 31, 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cumulative Total Returns since Initial Public Offering Company/Index 10/24/2019 12/31/2019 3/31/2020 6/30/2020 9/30/2020 12/31/2020 3/31/2021 6/30/2021 ​ 9/30/2021 ​ 12/31/2021 Progyny, Inc. ​ $ 100.00 ​ $ 211.15 ​ $ 326.08 ​ $ 198.54 ​ $ 226.38 ​ $ 326.08 ​ $ 342.38 ​ $ 453.85 ​ $ 430.77 ​ $ 394.54 S&P 500 Health Care ​ $ 100.00 ​ $ 111.78 ​ $ 124.56 ​ $ 109.86 ​ $ 115.81 ​ $ 124.56 ​ $ 127.98 ​ $ 138.19 ​ $ 139.61 ​ $ 155.27 NASDAQ Composite ​ $ 100.00 ​ $ 109.61 ​ $ 157.45 ​ $ 122.88 ​ $ 136.43 ​ $ 157.45 ​ $ 161.83 ​ $ 177.18 ​ $ 176.51 ​ $ 192.30 ​ ​ Use of Proceeds On October 29, 2019, in connection with our IPO, we issued and sold 6,700,000 shares of our common stock and certain of our selling stockholders offered and sold 4,800,000 shares of our common stock at a price to the public of $13.00 per share resulting in net proceeds to us of $77.6 million, after deducting the underwriting discount of $5.9 million and offering expenses of $3.6 million. All of the shares issued and sold in our IPO were registered under the Securities Act pursuant to a registration statement on Form S-1 (File No. 333-233965), which was declared effective by the SEC on October 24, 2019. The net proceeds of $77.6 million from our IPO have been invested in investment grade, interest-bearing instruments. There has been no material change in the expected use of the net proceeds from our IPO as described in our final prospectus, filed with the SEC on October 25, 2019 pursuant to Rule 424(b) relating to our Registration Statement. ​ 56 Table of Contents ITEM 6. [RESERVED] ​