8-K current report · filed May 27, 2026

Progyny, Inc. (PGNY) 8-K Current Report: May 27, 2026

Short answer

Progyny, Inc. (PGNY) filed an 8-K current report with the SEC on May 27, 2026 reporting Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 5.07 (Submission of Matters to a Vote of Security Holders). Stockholders eliminated certain supermajority voting requirements, lowering thresholds for future corporate actions.

Progyny, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Stockholders eliminated certain supermajority voting requirements, lowering thresholds for future corporate actions
  • Default supermajority requirement for certain business combinations removed, potentially increasing transaction flexibility
  • Director removal with cause and bylaw amendment votes no longer require supermajority approval
  • Charter amendments effective May 21, 2026; restated charter filed May 26, 2026

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • 72,003,873 shares represented, equal to 91.92% meeting participation
  • Three Class I directors elected through 2029, with votes withheld ranging from 12,534,255 to 15,641,448
  • Ernst & Young ratified as independent auditor for fiscal 2026, with 70,974,998 votes supporting
  • Executive compensation approved on advisory basis, with 61,804,376 votes for
  • Supermajority voting requirements eliminated, potentially lowering approval thresholds for charter changes and business combinations

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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