Business Context and Reporting Period
This Form 8-K is a current report filed by Progyny, Inc. on October 29, 2019. The filing documents corporate governance actions taken in connection with the closing of the Company's initial public offering (IPO) of common stock.
Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on legal and structural amendments rather than financial performance data.
Material Changes
- Amended and Restated Certificate of Incorporation: Filed with the Delaware Secretary of State on October 29, 2019, effective immediately prior to the IPO closing.
- Amended and Restated Bylaws: Became effective on October 29, 2019, in connection with the IPO closing.
- Capital Structure: The Company is now a public entity with Common Stock ($0.0001 par value) trading under the symbol "PGNY" on The Nasdaq Stock Market LLC.
Guidance, Outlook, and Risks
The filing does not contain management commentary, financial guidance, or specific risk factors. It references the final prospectus dated October 24, 2019, for a detailed description of the capital stock and related terms. The Company is identified as an emerging growth company.
Key Facts for Investor Verification
- Verify the specific terms of the Amended and Restated Certificate of Incorporation (Exhibit 3.1) and Bylaws (Exhibit 3.2) attached to the filing.
- Review the final prospectus filed on October 25, 2019 (File No. 333-233965) for the "Description of Capital Stock" and detailed IPO terms.
- Confirm the trading status of the common stock (PGNY) on The Nasdaq Stock Market LLC.
- Note that the Company has elected to be treated as an emerging growth company under the Securities Act of 1933.