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SEC Comment Letter for Progyny, Inc. (PGNY) (CIK 0001551306) (PGNY) — Oct 2, 2019

Progyny, Inc. (PGNY) (CIK 0001551306)
Date: Oct. 2, 2019 · CIK: 0001551306 · Accession: 0000000000-19-014167

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File numbers found in text: 333-233965

Date
October 1, 2019
Author
Ruairi Regan
Form
UPLOAD
Company
Progyny, Inc. (PGNY) (CIK 0001551306)

Letter

October 1, 2019 David Schlanger Chief Executive Officer Progyny, Inc. 245 5th Avenue New York, New York 10016 Re:Progyny, Inc. Registration Statement on Form S-1 Filed September 27, 2019 File No. 333-233965 Dear Mr. Schlanger : We have reviewed your registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Form S-1 filed September 27, 2019 Exhibits 1.We note the three director nominees disclosed on page 111. Please file the consent of such individuals to be named director. See Rule 438 of Regulation C. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement.

FirstName LastNameDavid Schlanger Comapany NameProgyny, Inc. October 1, 2019 Page 2 FirstName LastName David Schlanger Progyny, Inc. October 1, 2019 Page 2 You may contact Ruairi Regan at 202-551-3269 or Pamela Howell at 202-551-3357 with any questions. Sincerely, Division of Corporation Finance CF Office of Life Sciences cc: Alison Haggerty, Esq.

Show Raw Text
October 1, 2019
David Schlanger
Chief Executive Officer
Progyny, Inc.
245 5th Avenue
New York, New York 10016
Re:Progyny, Inc.
Registration Statement on Form S-1
Filed September 27, 2019
File No. 333-233965
Dear Mr. Schlanger :
            We have reviewed your registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Form S-1 filed September 27, 2019
Exhibits
1.We note the three director nominees disclosed on page 111.  Please file the consent of
such individuals to be named director.  See Rule 438 of Regulation C.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.

 FirstName LastNameDavid  Schlanger
 Comapany NameProgyny, Inc.
 October 1, 2019 Page 2
 FirstName LastName
David  Schlanger
Progyny, Inc.
October 1, 2019
Page 2
            You may contact Ruairi Regan at 202-551-3269 or Pamela Howell at 202-551-3357 with
any  questions.
Sincerely,
Division of Corporation Finance
CF Office of Life Sciences
cc:       Alison Haggerty, Esq.