Progressive Corp insider awarded RSUs and deferred units in dividend reinvestment

Progressive Corp (PGR) Personal Lines President Patrick K. Callahan reported automatic awards of derivative equity units tied to company stock.

Rhea-AI Filing Summary

Progressive Corp (PGR) Personal Lines President Patrick K. Callahan reported automatic awards of derivative equity units tied to company stock. On January 8, 2026, he acquired 1,087.939 Restricted Stock Units at $0, increasing his holdings of this type of award to 18,088.994 units. Each Restricted Stock Unit represents a contingent right to receive one common share, and units acquired reflect the reinvestment of dividend equivalents that vest on the same schedule as the related Restricted Stock Units.

On the same date, he also acquired 5,895.331 Deferred Compensation Units at $0, bringing his total in this plan to 98,210.22 units. These deferred units, which also arose from reinvested dividend equivalents, are designed to be paid out in cash at a time elected by the reporting person or at another time set under the plan’s rules. Both holdings are reported as directly owned derivative positions rather than immediate open-market stock purchases or sales.

Insider Trade Summary

Grant/Award: 6,983.27 shares

Grant/Award 2 txns

Insider Callahan Patrick K

Role Personal Lines President

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit	1,087.939	$0.00	$0.00
Grant/Award	Deferred Comp Unit	5,895.331	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 18,088.994 contracts (Direct); Deferred Comp Unit — 98,210.22 contracts (Direct)

Footnotes (5)

1. F1. Each Restricted Stock Unit represents a contingent right to receive one Common Share of the Company's stock.
2. F2. These units, which were acquired upon the reinvestment of dividend equivalents, will vest at the same time as the Restricted Stock Units to which they relate.
3. F3. Expiration Date is the same as the Date Exercisable.
4. F4. 1 for 1
5. F5. These units, which were acquired upon the reinvestment of dividend equivalents, will be paid out in cash at the time elected by the reporting person or at such other time determined in accordance with the plan.

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Accepted by SEC EDGAR 01/12/2026 - 10:51 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^*

Callahan Patrick K

(Last) (First) (Middle)

300 NORTH COMMONS BLVD.

(Street)

MAYFIELD VILLAGE OH 44143

(City) (State) (Zip)

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)
	Personal Lines President

3. Date of Earliest Transaction (Month/Day/Year)
01/08/2026

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

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

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

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

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
Restricted Stock Unit	(1)	01/08/2026		A		1,087.939		(2)	(3)	Common	1,087.939	$0	18,088.994	D
Deferred Comp Unit	(4)	01/08/2026		A		5,895.331		(5)	(3)	Common	5,895.331	$0	98,210.22	D

Explanation of Responses:

1. Each Restricted Stock Unit represents a contingent right to receive one Common Share of the Company's stock.

2. These units, which were acquired upon the reinvestment of dividend equivalents, will vest at the same time as the Restricted Stock Units to which they relate.

3. Expiration Date is the same as the Date Exercisable.

4. 1 for 1

5. These units, which were acquired upon the reinvestment of dividend equivalents, will be paid out in cash at the time elected by the reporting person or at such other time determined in accordance with the plan.

	/s/ Allyson L. Bach, By Power of Attorney	01/12/2026
	** 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.