{"url_path":"/sec/pgny/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 UNREGISTERED SALES OF EQUITY SECURITIES","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-08","source_url":"https://www.sec.gov/Archives/edgar/data/1551306/0001551306-26-000068-index.html","accession_number":"0001551306-26-000068","cik":"0001551306","ticker":"PGNY","issuer_name":"Progyny, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1551306/0001551306-26-000068-index.html","primary_entity_key":"0001551306","primary_entity_name":"Progyny, Inc."},"word_count":256,"has_tables":true,"body_markdown":"ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES\n\nPurchases of Equity Securities by the Issuer\n\nNet Settlement of Equity Awards\n\nOur restricted stock units are subject to vesting and the underlying shares of common stock are issued when the restricted stock units vest.\n\nIn the first quarter of 2026, 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.\n\n65\n\n[Table of](#id9afbabdceed4c78b2e77c21e334c072_7)[contents](#id9afbabdceed4c78b2e77c21e334c072_7)\n\nShare Repurchase Program\n\nOn November 5, 2025, the Company announced the November 2025 share repurchase program (the \"November 2025 share repurchase program\") of up to $200 million in shares of common stock. As of March 31, 2026, the November 2025 share repurchase program was completed, and no amounts remained available under the program.\n\nThe 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 March 31, 2026:\n\nPeriod\nTotal Number of Shares Repurchased (1)\nAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsMaximum Dollar Amount of Shares That May Yet Be Purchased Under the Program\n(in thousands)\n\nJanuary 1, 2026 through January 31, 20261,603,452$25.591,562,893$76,459,114\n\nFebruary 1, 2026 through February 28, 20261,780,664$21.341,765,874$38,789,841\n\nMarch 1, 2026 through March 31, 20262,333,441$17.762,183,057—\n\nTotal shares repurchased5,717,557$21.075,511,824\n\n(1)Includes shares withheld on net settlements of restricted stock units that vested under our equity incentive plans."}