[144] PROGRESSIVE CORP/OH/ SEC Filing

Rhea-AI Filing Summary

Progressive Corp (PGR) Form 144 notice: An individual, Patrick Callahan, submitted a Form 144 reporting the proposed sale of 6,420 shares of Progressive common stock through Fidelity Brokerage Services on the NYSE with an aggregate market value of $1,555,041.08. Those shares were acquired on 07/25/2025 upon restricted stock vesting and are characterized as compensation. The filer previously sold 6,232 shares on 07/28/2025 for $1,509,139.19 and 6,232 shares on 08/22/2025 for $1,557,748.72. The notice includes the seller’s representation about absence of undisclosed material information.

Positive

• Transaction arises from restricted stock vesting, indicating the sale is compensation-related rather than an opportunistic disposal.
• Brokerage through Fidelity and reporting on Form 144 demonstrate compliance with Rule 144 disclosure requirements.

Negative

• Multiple recent sales reported (07/28/2025 and 08/22/2025) in addition to the proposed 09/19/2025 sale, which may attract investor attention despite being small relative to outstanding shares.

Insights

Financial Analyst

TL;DR: Routine insider sale from vested restricted compensation; size is immaterial to market capitalization.

The filing shows a planned sale of 6,420 shares arising from restricted stock vesting on 07/25/2025, to be executed via Fidelity on 09/19/2025, with an aggregate market value of $1,555,041.08. Prior near-term disposals of 6,232 shares on 07/28/2025 and 6,232 shares on 08/22/2025 are disclosed, indicating ongoing disposition of vested compensation. Relative to the reported 586,208,487 shares outstanding, these transactions are immaterial to share supply and likely reflect routine executive or employee compensation monetization rather than a change in company fundamentals.

Corporate Governance Expert

TL;DR: Disclosure aligns with Rule 144 requirements; seller makes required representation regarding material nonpublic information.

The notice documents mandatory Rule 144 disclosures: acquisition date, nature (restricted stock vesting), and planned sale details. The seller’s attestation that no undisclosed material adverse information exists is included. Multiple recent sales are reported, which is appropriate for transparency and compliance. No indications of trading plan dates or 10b5-1 reliance are provided in the form, so reliance on a prearranged plan is not confirmed in this filing.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	6420	1555041.08	586208487	09/19/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	07/25/2025	Restricted Stock Vesting	Issuer			6420	07/25/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Patrick Callahan 300 North Commons Blvd. Mayfield Village OH 44143	Comon	07/28/2025	6232	1509139.19
Patrick Callahan 300 North Commons Blvd. Mayfield Village OH 44143	Common	08/22/2025	6232	1557748.72

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed for PGR disclose?

The Form 144 discloses a proposed sale of 6,420 Progressive (PGR) common shares acquired on 07/25/2025 via restricted stock vesting, to be sold through Fidelity on 09/19/2025 with aggregate market value $1,555,041.08.

Who is the seller named in the filing?

The filer identified is Patrick Callahan, with past sales reported and the proposed sale listed on this notice.

Were there recent sales by the same person before this notice?

Yes. The filing lists sales of 6,232 shares on 07/28/2025 for $1,509,139.19 and 6,232 shares on 08/22/2025 for $1,557,748.72.

How large is the proposed sale relative to outstanding shares?

The proposed 6,420-share sale is reported against 586,208,487 shares outstanding, making it immaterial to total share count.

What was the nature of acquisition for the securities to be sold?

The securities were acquired on 07/25/2025 through restricted stock vesting and are described as compensation.

Does the filing state reliance on a Rule 10b5-1 trading plan?

No date of plan adoption or instruction is provided in the form; reliance on a 10b5-1 plan is not indicated in this filing.