Progressive (PGR) Claims President vests 5,423 RSUs, alters share holdings

Rhea-AI Filing Summary

Progressive Corp. Claims President John Jo Murphy reported equity award activity involving restricted stock units and common shares of Progressive Corp. (PGR). On January 20, 2026, 5,423.114 restricted stock units were converted into the same number of common shares at an exercise price of $0, reflecting the vesting of prior equity awards. That same day, a separate transaction coded F involved the disposition of 1,723 common shares at $201.32 per share.

After these transactions, Murphy directly beneficially owned 47,205.925 common shares and indirectly held 15,175.024 common shares through a 401(k) plan. Following the vesting, Murphy held 10,532.506 restricted stock units directly, each representing a contingent right to receive one common share.

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

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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^*

Murphy John Jo

(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)
	Claims President

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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
Common	01/20/2026		M(1)		5,423.114	A	$0	48,928.925	D
Common	01/20/2026		F		1,723	D	$201.32	47,205.925	D
Common								15,175.024	I	401(k) Plan

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	(2)	01/20/2026		M(1)			5,423.114	(3)	(4)	Common	5,423.114	$0	10,532.506	D

Explanation of Responses:

1. Represents Common Shares issued upon the vesting of restricted stock unit awards, including dividend equivalent units. This Form 4 reports the disposition of such restricted stock units in exchange for an equal number of Common Shares.

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

3. Units vested on January 20, 2026.

4. Expiration Date is the same as Date Exercisable.

	/s/ Allyson L. Bach, By Power of Attorney	01/22/2026
	** 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.

FAQ

What insider transactions did Progressive (PGR) Claims President John Jo Murphy report?

On January 20, 2026, John Jo Murphy reported the conversion of 5,423.114 restricted stock units into the same number of Progressive common shares and a separate F-coded disposition of 1,723 common shares at $201.32 per share.

How many Progressive (PGR) restricted stock units vested for John Jo Murphy?

Murphy had 5,423.114 restricted stock units vest on January 20, 2026, resulting in the issuance of an equal number of Progressive common shares at an exercise price of $0.

What are John Jo Murphy’s Progressive (PGR) share holdings after this Form 4?

Following the reported transactions, Murphy directly beneficially owned 47,205.925 common shares and indirectly held 15,175.024 common shares through a 401(k) plan.

How many Progressive (PGR) restricted stock units does John Jo Murphy still hold after vesting?

After the vesting and related transactions, Murphy beneficially owned 10,532.506 restricted stock units, each representing a contingent right to receive one Progressive common share.

What does the M transaction code mean in John Jo Murphy’s Progressive (PGR) Form 4?

In this Form 4, the M code reflects the exercise or conversion of 5,423.114 restricted stock units into an equal number of Progressive common shares at an exercise price of $0, consistent with award vesting described in the footnotes.

How is the indirect ownership in Progressive (PGR) reported for John Jo Murphy?

Murphy reports 15,175.024 common shares as indirectly owned through a 401(k) plan, separate from his directly held 47,205.925 common shares.