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PGNY 8-K filings, explained
Every material Form 8-K Progyny has filed with the SEC since August 06, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Progyny reported record third-quarter 2026 revenue of $341.3 million, up 8.9%, and net income of $26.3 million, or $0.32 per diluted share, versus $13.9 million, or $0.15, a year earlier. The company raised the midpoint of its full-year 2026 guidance ranges, which signals that management expects stronger results for the year.
Q3 2026 net income was $26.3 million, or $0.32 per diluted share, versus $13.9 million, or $0.15, in Q3 2025.
Q3 2026 Adjusted EBITDA was $58.4 million, up 6.3%, with a margin of 17.1% versus 17.5% a year earlier.
Full-year 2026 revenue is projected at $1.365 billion to $1.385 billion, and net income at $107.0 million to $110.6 million.
Nearly 11 million shares were repurchased in 2026 so far, with approximately $51 million remaining under the current authorization.
Progyny reported second-quarter 2026 revenue of $350.5 million, up 5.3% from $332.9 million, and net income of $28.1 million, or $0.34 per diluted share, versus $0.19 a year earlier. The company also issued third-quarter and full-year 2026 guidance and said it has repurchased 2 million shares under its May 2026 program, with about $142.5 million remaining under that authorization.
Revenue was $350.5 million, up 5.3%; fertility benefit services revenue rose 7.6% to $230.2 million.
Diluted EPS was $0.34 versus $0.19; adjusted EPS was $0.55 versus $0.48.
Q3 2026 revenue is projected at $335.0 million to $345.0 million; full-year 2026 revenue at $1.360 billion to $1.385 billion.
Operating cash flow was $50.4 million versus $55.5 million a year earlier; the company had no debt as of June 30, 2026.
Progyny reported first quarter 2026 revenue of $328.5 million, up 1.4%, and net income of $24.2 million, or $0.29 per diluted share, compared with $15.1 million, or $0.17, a year earlier. Adjusted EBITDA fell 2.1% to $56.6 million as the company made planned platform investments, and the company issued full-year 2026 guidance with revenue of $1.365 billion to $1.405 billion.
Revenue was $328.5 million, up 1.4% from $324.0 million; excluding $31.3 million from a large client in the prior-year period, revenue rose 12.2%.
Net income was $24.2 million, or $0.29 per diluted share, versus $15.1 million, or $0.17, in Q1 2025; Adjusted EBITDA was $56.6 million, down 2.1%.
The November 2025 share repurchase program ($200 million authorization) is complete, with 8.8 million shares bought; the board expects a decision on a new program around the end of May.
Full-year 2026 guidance: revenue of $1.365 billion to $1.405 billion, net income of $103.7 million to $112.3 million, and Adjusted EBITDA of $232.0 million to $244.0 million.
Progyny reported fourth-quarter 2025 revenue of $318.4 million, up 6.7%, and full-year revenue of $1,288.7 million, up 10%. Full-year diluted earnings per share rose to $0.65 from $0.57, and the company issued 2026 guidance for revenue of $1.355 billion to $1.405 billion and net income of $95.4 million to $106.1 million. The Q1 2026 revenue outlook of (1.6)% to 2.5% growth signals modest near-term growth.
Q4 2025 revenue was $318.4 million, up from $298.4 million; a large client that did not renew contributed $35.9 million in Q4 2024 and none in Q4 2025.
Full-year 2025 net income was $58.5 million, or $0.65 per diluted share, versus $54.3 million, or $0.57, in 2024.
2026 outlook: revenue of $1.355 billion to $1.405 billion and net income of $95.4 million to $106.1 million.
Q1 2026 revenue is projected at $319.0 million to $332.0 million, growth of (1.6)% to 2.5%.
Progyny said on January 12, 2026 that its fourth-quarter 2025 revenue, net income and Adjusted EBITDA are now expected to be slightly above the ranges it gave in November 2025. The company said this excludes any non-cash impacts to net income tied to the previously announced departure of president Michael Sturmer, and that member engagement paced favorably during the quarter. Shareholders get an upward revision to recent guidance, though the filing does not give specific dollar figures.
Fourth-quarter 2025 revenue, net income and Adjusted EBITDA are expected to be slightly above the November 2025 guidance ranges.
The outlook excludes any non-cash impacts to net income from the departure of president Michael Sturmer.
CEO Pete Anevski cited member engagement that paced favorably versus the November guidance.
Management will discuss the updated expectations at the JP Morgan Healthcare Conference on Tuesday, January 13, 2026, at 10:30 a.m. Eastern Time.
Progyny said its President, Michael Sturmer, will leave the company effective December 31, 2025, and the company will not name a successor to the role. Sturmer will serve as a non-employee consultant through December 31, 2026, for an annual advisory fee of $250,000 to help continue projects begun during his tenure.
Sturmer's employment ends December 31, 2025; he receives severance under his December 17, 2021 employment agreement
No successor will be named for the President role; the company cites added Chief Commercial, Technology, Operating and Product Officers
Consulting agreement runs through December 31, 2026 at $250,000 per year
Options remain exercisable longer if he provides services through June 30, 2026
Progyny reported third-quarter 2025 revenue of $313.3 million, up 9.3% from a year earlier, and net income of $13.9 million, or $0.15 per diluted share, versus $10.4 million, or $0.11, in the prior-year quarter. The company raised its full-year 2025 revenue and net income guidance and authorized a share repurchase of up to $200 million, which the guidance does not reflect. Revenue growth was reduced by a large client that did not renew, which contributed $32.8 million in the third quarter of 2024 and nothing in the third quarter of 2025.
Q3 2025 revenue $313.3 million, up 9.3%; gross margin 23.2% vs 20.7%
Q3 2025 net income $13.9 million, or $0.15 per diluted share, vs $10.4 million, or $0.11
Full-year 2025 revenue guidance $1.263 billion to $1.278 billion; net income $58.5 million to $61.5 million
Board authorized share repurchase of up to $200 million; guidance excludes its impact
Progyny reported second-quarter 2025 revenue of $332.9 million, up 9.5% from a year earlier, and net income of $17.1 million, or $0.19 per diluted share, compared with $0.17 a year earlier. The company raised its full-year 2025 guidance, now projecting revenue of $1.235 billion to $1.270 billion, but the expiration of a large client's transition agreement on June 30 removes that client's contribution in the second half. For shareholders, the higher outlook reflects stronger member engagement, while Adjusted EBITDA margin slipped to 17.4% from 17.9%.
Q2 2025 revenue was $332.9 million, up 9.5% from $304.1 million; excluding the large client, revenue rose 18%.
Net income was $17.1 million, or $0.19 per diluted share, versus $16.5 million, or $0.17, in Q2 2024.
Full-year 2025 revenue guidance is $1.235 billion to $1.270 billion, and net income guidance is $52.3 million to $58.9 million.
As of June 30, 2025, the company had cash and marketable securities of $305.1 million and no debt; a $200 million revolving credit facility was entered into after quarter end.
Progyny entered a $200.0 million revolving credit facility dated July 1, 2025, maturing July 1, 2030. The revolver was undrawn at closing, and the company said it has no planned use for it now. In a July 8 press release, the company also said Q2 2025 revenue, Adjusted net income and Adjusted EBITDA are expected to be slightly above the ranges it gave in May.
$200.0 million revolving loan commitments, undrawn at closing, maturing July 1, 2030
Borrowings are secured by substantially all assets and guaranteed by domestic subsidiaries; covenants include a maximum Total Leverage Ratio of 3.50 to 1.00 and a minimum Interest Coverage Ratio of 3.00 to 1.00
Q2 2025 revenue, Adjusted net income and Adjusted EBITDA expected slightly above the ranges provided in May
Q2 2025 results to be reported after market close on August 7, 2025
Progyny reported first quarter 2025 revenue of $324.0 million, up 16.5% from a year earlier, and raised its full year 2025 outlook, projecting revenue of $1.185 billion to $1.235 billion. GAAP net income fell to $15.1 million from $16.9 million, while adjusted earnings per diluted share rose to $0.48 from $0.39, so shareholders get a mixed profit picture alongside stronger sales and guidance.
Q1 2025 revenue was $324.0 million, up 16.5%; excluding a large client that did not renew, revenue rose 19%
Net income was $15.1 million, or $0.17 per diluted share, versus $16.9 million, or $0.17, a year earlier, due mainly to a higher tax provision
Adjusted EBITDA rose 15% to $57.8 million; operating cash flow was $49.8 million versus $25.7 million
Full year 2025 guidance: revenue $1.185 billion to $1.235 billion, adjusted EBITDA $190.0 million to $203.0 million; Q2 2025 revenue projected at $310.0 million to $325.0 million
Progyny director Dr. Fred E. Cohen told the board on April 9, 2025, that he will not seek reelection at the company's 2025 Annual Meeting of Stockholders. The filing says his decision did not involve any disagreement with the company on operations, policies or practices, and he will serve until his current term ends at that meeting.
Dr. Fred E. Cohen notified the board on April 9, 2025 of his decision not to stand for reelection.
He will remain a director through the end of his current term, which ends at the 2025 Annual Meeting of Stockholders.
The filing states the decision was not related to any disagreement with the company.
Progyny reported fourth-quarter and full-year 2024 results on February 27, 2025. Revenue grew in both periods, but net income declined, mainly because of a higher income tax provision tied to equity compensation. For 2025, the company guided revenue to $1.175 billion to $1.225 billion and net income to $45.0 million to $53.9 million, a range below 2024's $54.3 million, and said a large client did not renew its services agreement for 2025.
Q4 2024 revenue was $298.4 million, up 10.6%; net income was $10.5 million, or $0.12 per diluted share, versus $13.5 million, or $0.13, a year earlier.
Full-year 2024 revenue was $1.167 billion, up 7.2%; net income was $54.3 million, or $0.57 per diluted share, versus $62.0 million, or $0.62.
2025 guidance: revenue of $1.175 billion to $1.225 billion and net income of $45.0 million to $53.9 million.
Q1 2025 guidance: revenue of $300.0 million to $318.0 million and net income of $15.0 million to $17.8 million.
Progyny's board appointed Debra Morris, former CFO of Apria, as a Class III director effective January 16, 2025, and named her to the Compensation Committee. The filing describes her director pay, including a $40,000 annual cash retainer and an initial option grant of 44,000 shares, which adds a new board member with public-company finance experience.
Debra Morris joins the board as a Class III director effective January 16, 2025; her term expires at the 2025 annual meeting.
Morris was appointed to the Compensation Committee of the Board.
Director pay includes a $40,000 annual cash retainer and an initial grant of options to buy 44,000 shares, granted January 16, 2025.
Morris was Executive Vice President and Chief Financial Officer of Apria, Inc. from March 2013 through October 2022.
Progyny said on January 13, 2025 that fourth-quarter 2024 revenue, net income and Adjusted EBITDA are now expected to be slightly above the ranges it gave in November. The company said member activity paced better than its guidance assumed, which had expected activity to be flat to down. The filing gives no specific dollar figures for the updated expectations.
Updated expectations cover the quarter and year ending December 31, 2024, and were issued January 13, 2025 in Exhibit 99.1.
Revenue, net income and Adjusted EBITDA for Q4 2024 are now expected to be slightly above the November guidance ranges.
CEO Pete Anevski will present at the JP Morgan Healthcare Conference on January 14, 2025 at 7:30 a.m. Pacific Time.
Progyny reported third-quarter 2024 results on November 12, 2024. Revenue rose 2.0% to $286.6 million, but net income, gross margin and Adjusted EBITDA declined from a year earlier, and the company revised its full-year 2024 guidance lower. For shareholders, the revised outlook projects full-year 2024 revenue of $1.135 billion to $1.150 billion and net income of $49.9 million to $53.3 million, with the company citing unexpected variability in member treatment patterns.
Q3 2024 revenue rose 2.0% to $286.6 million, while net income fell to $10.4 million, or $0.11 per diluted share, from $15.9 million, or $0.16.
Gross margin fell to 20.7% from 22.3%, and Adjusted EBITDA was $46.5 million, down 7.1%.
Full-year 2024 revenue is now projected at $1.135 billion to $1.150 billion, and net income at $49.9 million to $53.3 million.
Fourth-quarter 2024 revenue is projected at $266.2 million to $281.2 million, or (1)% to 4% growth; a large client will not renew in 2025.
Progyny reported second-quarter 2024 revenue of $304.1 million, up 8.8%, with net income of $16.5 million and Adjusted EBITDA of $54.5 million, up 15%. The company said revenue per utilizing member is running below its expectations and revised its second-half outlook, now projecting full-year 2024 revenue of $1.165 billion to $1.20 billion. The board also authorized an additional $100 million share repurchase, which matters to shareholders because the outlook is softer even as profit and buybacks grew.
Q2 2024 revenue was $304.1 million, up 8.8%, and net income was $16.5 million, or $0.17 per diluted share, versus $0.15 a year earlier
Adjusted EBITDA was $54.5 million, up 15%, with an Adjusted EBITDA margin of 17.9%
Full-year 2024 revenue is now projected at $1.165 billion to $1.20 billion; third-quarter revenue is projected at $290.0 million to $303.0 million
On August 5, 2024, the board authorized an additional $100 million of share repurchases, after the company bought 5,593,128 shares for $159.8 million in the second quarter
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