Progressive CFO receives stock award and share withholding

Progressive Corp VP and Chief Financial Officer Andrew J. Quigg reported equity compensation activity dated 2026-07-24.

Rhea-AI Filing Summary

Progressive Corp VP and Chief Financial Officer Andrew J. Quigg reported equity compensation activity dated 2026-07-24. He acquired 12,524.6060 common shares at a reported price of $0.0000 per share upon vesting of 2023 performance-based restricted stock unit awards, including dividend equivalents. A separate transaction on the same date disposed of 5,526.0000 common shares at $211.9000 per share to satisfy an exercise price or tax liability by delivering or withholding shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Quigg Andrew J

Role VP and Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common F1	12,524.606	$0.00	$0.00
Exercise Price or Tax Liability	Common	5,526	$211.90	$1.17M

Holdings After Transaction: Common — 46,093.791 shares (Direct)

Footnotes (1)

1. F1. These shares were issued pursuant to the vesting of performance-based restricted stock unit awards made in 2023, including dividend equivalents accrued since the grant date.

Key Figures

Shares acquired via RSU vesting: 12524.6060 shares Shares disposed for exercise price or tax liability: 5526.0000 shares Disposition price per share: $211.9000 per share

3 metrics

Shares acquired via RSU vesting 12524.6060 shares Common shares issued on 2026-07-24 upon vesting of 2023 performance-based restricted stock unit awards, including dividend equivalents

Shares disposed for exercise price or tax liability 5526.0000 shares Common shares delivered or withheld on 2026-07-24 with transaction code F

Disposition price per share $211.9000 per share Reported per-share price for the 5,526.0000-share disposition on 2026-07-24

Key Terms

performance-based restricted stock unit awards, dividend equivalents, Payment of exercise price or tax liability by delivering or withholding securities

3 terms

performance-based restricted stock unit awards financial

"These shares were issued pursuant to the vesting of performance-based restricted stock unit awards"

Performance-based restricted stock unit awards are promises to deliver company shares to employees or executives only if the company or individual hits specific performance targets over a set period. They behave like a conditional stock bonus: the recipient does not own the shares until the performance and any time-based vesting conditions are met. Investors watch these awards because they affect future share dilution, reveal how management pay is tied to results, and signal what metrics the company prioritizes.

dividend equivalents financial

"including dividend equivalents accrued since the grant date"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Payment of exercise price or tax liability by delivering or withholding securities financial

"transaction_code_description": "Payment of exercise price or tax liability by delivering or withholding securities"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity award did Progressive (PGR) CFO Andrew J. Quigg receive?

Andrew J. Quigg received 12,524.6060 common shares of Progressive as a result of the vesting of 2023 performance-based restricted stock unit awards, including dividend equivalents accrued since the grant date, reported on 2026-07-24.

How many Progressive (PGR) shares were disposed of in Andrew Quigg’s tax or exercise-related transaction?

A total of 5,526.0000 common shares of Progressive were disposed of with transaction code F, representing payment of an exercise price or tax liability by delivering or withholding shares, at a reported price of $211.9000 per share.

What was the reported price for the Progressive (PGR) shares disposed of by CFO Andrew Quigg?

The 5,526.0000 Progressive common shares disposed of in the F-code transaction carried a reported price of $211.9000 per share, reflecting a disposition to satisfy an exercise price or tax liability through delivery or withholding of shares.

Were Andrew Quigg’s Progressive (PGR) share transactions related to performance-based awards?

Yes. The acquisition of 12,524.6060 shares was issued upon vesting of performance-based restricted stock unit awards granted in 2023, and included dividend equivalents accrued since the grant date, indicating the activity stems from long-term incentive compensation.

Do the reported Progressive (PGR) transactions indicate a net market purchase or sale by the CFO?

The transactions show both an acquisition and a disposition: shares were acquired at no cash cost via RSU vesting, while other shares were disposed of to cover an exercise price or tax liability. The filing’s net buy/sell direction is reported as neutral.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/28/2026 - 10:43 AM Accepted by SEC EDGAR 07/28/2026 - 10:43 AM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Quigg Andrew J

(Last) (First) (Middle)

300 NORTH COMMONS BLVD.

(Street)

MAYFIELD VILLAGE OHIO 44143

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PROGRESSIVE CORP/OH/ [ PGR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP and Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common	07/24/2026		A(1)		12,524.606	A	$0	51,619.791	D
Common	07/24/2026		F		5,526	D	$211.9	46,093.791	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were issued pursuant to the vesting of performance-based restricted stock unit awards made in 2023, including dividend equivalents accrued since the grant date.

	/s/ Allyson L. Bach, By Power of Attorney	07/28/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)