Progyny, Inc. (PGNY)
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AGM 2023

May 24, 2023

Pete Anevski
CEO, Progyny

Good afternoon. I'm Pete Anevski, Chief Executive Officer of Progyny and a member of the board of directors. I'm very happy to welcome you to the Progyny 2023 stockholders meeting. Before I call the meeting to order, I'd like to welcome our board members in attendance and introduce the business team members who are with us today. The other officers of Progyny in attendance are David Schlanger, Executive Chairman, Michael Sturmer, President, Mark Livingston, Chief Financial Officer, and Allison Swartz, Progyny's General Counsel, who will also be acting as Secretary for today's meeting. I'd also like to introduce John Valla of Ernst & Young LLP, Progyny's independent auditors, who's available to respond to appropriate questions. We thank all of you for joining us today. The meeting will now officially come to order.

We will proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement. After the formal part of the meeting, we will give you an opportunity to ask any questions you may have. We'll begin the meeting with a brief update on our business. As a reminder, remarks made today and in response to any questions may include forward-looking statements. Forward-looking statements involve risks, uncertainties, and other important factors which are described in our SEC filings, including our first quarter Form 10-Q, and our actual results may differ materially from such statements. Any forward-looking statements that we make on this call are based on our beliefs and assumptions today, and we don't have any obligation to update them. We may also reference certain non-GAAP financial measures during this meeting.

For a reconciliation of each of these measures to the most directly comparable GAAP metric, please refer to our fourth quarter press release that we issued in February. We're holding today's meeting virtually as we believe this format enables easier access and participation by our stockholders, helps increase stockholder attendance, and saves the company and its investors time and money, in addition to being an environmentally friendly and sustainable format. Before we move on to the formal business of today's annual meeting, I'd like to provide just a few highlights of 2022, as it was another extraordinary year for Progyny. In 2022, we achieved record levels of both revenue, with 57% growth over 2021, as well as profitability, with 16% adjusted EBITDA margin. We also produced a record level of operating cash flow, generating more than 3x what we had achieved in 2021.

We also positioned ourselves for continued growth into the future by completing our most successful selling season ever in 2022, which produced the greatest number of new clients that we've won in any sales season, representing an additional 1.2 million new covered lives for 2023. We also maintained, for the seventh straight year, a near 100% retention rate amongst our existing clients. This is a remarkable achievement for a business to accomplish in any one year, let alone to achieve it every year over the first seven years in market as we've done. While our strong retention rate speaks to the sustained quality of our services, I'd also like to highlight that more than a quarter of our clients increased their Progyny benefit in some way for 2023 as well.

We see this as a reflection of how effective our solution is at controlling costs while also producing a superior member experience as well as leading clinical outcomes. We believe our continued success with new sales, retention, and the expansion of services provides the clearest indication of the value our solution provides to both clients and members. It also validates that the demand for fertility care is as strong as it has ever been, particularly amongst the millennials who are increasingly comprising a larger percentage of the workforce. The data most recently issued by the World Health Organization reveals that the prevalence of infertility is continuing to increase, now affecting one out of every six people of reproductive age globally. To put that into perspective, just four years ago, it was one in eight.

In response to this macro dynamic, family-building benefits are becoming increasingly relevant as employers look for ways to modernize their health benefits and provide the support their workforce needs. You can see the evidence of this market momentum in our results. At the end of 2022, we had more than doubled our clients, members, and revenue over just the past two years alone. Even as we've rapidly expanded, we've seen how our solution appeals to an even broader cross-section of companies. For example, the clients that we won in our most recent selling season represent more than 30 different industries. We also added new industries by winning our initial clients in a number of areas that are very large and very under-penetrated for us, including hotels, airlines, temporarily labor populations, university systems, and even our first professional sports team.

Altogether, we are now present in more than 40 different industries overall, which reflects both the broad relevance of our solution as well as our diversity across the U.S. economy. Although our 2023 selling season is just getting underway, we've seen our sales momentum continue, and we're very pleased with the level of activity that we're seeing at this point in the year, which confirms not only the significant unmet need that continues to exist in the market, but also the growing recognition amongst employers of the importance of this coverage and of Progyny as a superior solution. We believe this positive activity we're seeing, as well as our recently announced strategic relationships with such partners as Evernorth and Children's Hospital Association further demonstrate both the strong demand in the market as well as our leading position as a provider of choice for fertility and family-building solutions.

To conclude, we continue to be extremely excited about Progyny's future as all the macro trends that have been fueling our rapid growth remain intact, and the record success of our most recent selling season highlights the increasing awareness and relevance of the fertility benefit to leading employers. Our clinical outcomes demonstrate the differentiation of our plan design as well as the collaborative nature of the relationships we've forged with the providers in our network. The quality of our financial results underscores the strength of our business model as well as our operational excellence. With that, we'll now move on to the next portion of today's meeting. Will the secretary please report at this time with respect to the mailing of the notice of the meeting and stockholders list?

Allison Swartz
General Counsel and Secretary, Progyny

I have at this meeting a complete list of the stockholders of record of our common stock on March 27th, 2023, the record date for this meeting. This list is available for viewing and has been available for inspection for the past 10 days at 1359 Broadway, second floor, New York, New York I also have an affidavit certifying that on April 14th, 2023, a notice of annual meeting of stockholders of Progyny was deposited in the United States mail to stockholders of record at the close of business on March 27th, 2023. This affidavit of mailing will be filed with the records of the meeting.

Pete Anevski
CEO, Progyny

At this time, I'd like to introduce Kayla Walsh of Computershare, who has been appointed to act as Inspector of Election at this meeting. Ms. Walsh has taken and subscribed the customary oath of office to execute her duties with strict impartiality, who will file this oath with the records of the meeting. Her function is to decide upon the qualifications of voters, accept their votes, and when balloting on all matters is completed, to tally the final votes. Will the Secretary please report at this time with respect to the existence of a quorum?

Allison Swartz
General Counsel and Secretary, Progyny

I've been informed by the Inspector of Election that proxies have been received for approximately 94% of the outstanding shares of common stock entitled to vote at this meeting. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.

Pete Anevski
CEO, Progyny

We will now proceed with the formal business of the meeting. There are three proposals to be considered by the stockholders at this meeting.

Allison Swartz
General Counsel and Secretary, Progyny

The time is now 3:11 on Wednesday, May 24th, 2023, and the polls are now open for voting on all matters to be presented. The polls will be closed to voting after we go through the matters to be voted on. We will address questions during the Q&A portion of the meeting. If you have a question, please submit it by emailing investors@progyny.com.

Pete Anevski
CEO, Progyny

The first item of business is the election of three Class III directors to serve until the 2026 Annual Meeting of Stockholders and until their successors are elected. The nominees for Class III directors are Lloyd Dean, Kevin Gordon, and Cheryl Scott. No other persons have been nominated in accordance with the company's bylaws, and the nominations are now closed. The second item of business today is the ratification of the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as Progyny's Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2023. The third item of business today is the approval on an advisory and non-binding basis of the compensation of our named executive officers. This was the final proposal for today's meeting. The secretary will now describe the voting procedures.

Allison Swartz
General Counsel and Secretary, Progyny

If you have already voted, there is no need to vote now unless you would like to change your vote. If you have not voted and you would like to vote now or if you would like to change your vote, please go to www.investorvote.com/PGNY. Enter your control number from the notice and vote your shares. We'll pause for a moment to give anyone who hasn't yet voted a chance to vote. Each share of common stock is entitled to one vote. Please know that this is the last call for votes. The time is 3:13 P.M., and the polls are now closed for voting. The preliminary report of the Inspector of Election covering the proposals presented at this meeting is as follows. The proposal to elect each of Lloyd Dean, Kevin Gordon, and Cheryl Scott as a Class III director of Progyny is approved.

The selection of Ernst & Young LLP as Progyny's Independent Registered Public Accounting Firm for the fiscal year ending December 31st, 2023, is ratified. The compensation of our named executive officers on an advisory and non-binding basis is rejected. We thank those investors who have shared their perspectives with us on this matter over the past few weeks, and we will reflect upon what we've heard as we consider future plan design and disclosures for our compensation program. We expect to report our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the end of this meeting. The preliminary inspector certificate of the votes cast is accepted as presented. We thank all the stockholders for their participation. There being no further business, the meeting is now adjourned.

Pete Anevski
CEO, Progyny

This concludes the formal portion of today's meeting. We will now entertain questions from stockholders. There being no questions, the annual meeting is now adjourned. Thank you, everyone, for attending the Progyny 2023 annual meeting and for your continued

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