Progressive (PGR) Form 4: Officer sale under 10b5-1 plan

Rhea-AI Filing Summary

Progressive Corp (PGR) insider transaction: John Jo Murphy, Claims President and officer, reported a sale of 2,218 shares of Progressive common stock on 09/19/2025 at a reported price of $242.1 per share. The filing states the sale was executed pursuant to a 10b5-1 trading plan adopted March 20, 2025. After the reported disposition, the Form 4 shows the reporting person beneficially owns 43,505.811 shares directly and 15,168.711 shares indirectly through a 401(k) plan, as indicated on the form. The Form 4 was signed by a power of attorney on 09/22/2025.

Positive

• Transaction executed under a 10b5-1 trading plan, indicating the sale was preplanned and intended to provide an affirmative defense under Rule 10b5-1
• Reporting person retains a substantial beneficial holding with 43,505.811 shares direct and 15,168.711 shares indirect via a 401(k) plan

Negative

• Officer disposed of 2,218 shares at $242.1 per share on 09/19/2025, reducing the reporting person’s direct holdings
• No information provided on rationale or intended use of proceeds in the Form 4

Insights

Financial Analyst

TL;DR: Officer sold a modest number of shares under a pre-established 10b5-1 plan; holding remains material.

The sale of 2,218 shares at $242.1 is clearly disclosed and noted as executed under a 10b5-1 plan, which typically signals pre-planned, non-discretionary activity rather than opportunistic insider timing. The report also shows the reporting person retains a substantial position, with 43,505.811 shares direct and 15,168.711 shares indirect via a 401(k) plan, meaning the transaction reduces but does not eliminate exposure. No additional transactions, grants, or derivative activity are reported on this Form 4.

Corporate Governance Expert

TL;DR: Disclosure aligns with Section 16 requirements and cites a 10b5-1 plan adoption date, supporting compliance.

The Form 4 includes the required information: transaction date, price, number of shares disposed, and the 10b5-1 plan reference with an adoption date of March 20, 2025. The filing was executed by a power of attorney, which is permissible when properly authorized. From a governance perspective, the presence of a documented trading plan and timely filing meets standard insider-reporting expectations; the filing does not disclose any material corporate events or changes in role.

Insider Trade Summary

Net Seller: 2,218 shares ($536,978)

Net Sell 2 txns

Insider Murphy John Jo

Role Claims President

Sold 2,218 shs ($537K)

Type	Security	Shares	Price	Value
Sale	Common	2,218	$242.10	$537K
holding	Common	--	--	--

Holdings After Transaction: Common — 43,505.811 shares (Direct); Common — 15,168.711 shares (Indirect, 401(k) Plan)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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).

X

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)
09/19/2025

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	09/19/2025		S(1)		2,218	D	$242.1	43,505.811	D
Common								15,168.711	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

Explanation of Responses:

1. This transaction reported on this Form 4 was made pursuant to a 10b5-1 trading plan adopted by the reporting person as of March 20, 2025.

	/s/ Sarah R. D'Amore, By Power of Attorney	09/22/2025
	** 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 did John Jo Murphy report on the Form 4 for PGR?

He reported selling 2,218 shares of Progressive common stock on 09/19/2025 at a price of $242.1 per share, under a 10b5-1 plan.

Was the transaction made under a 10b5-1 trading plan?

Yes. The filing states the transaction was made pursuant to a 10b5-1 trading plan adopted March 20, 2025.

How many Progressive shares does the reporting person own after the sale?

The Form 4 reports 43,505.811 shares direct and 15,168.711 shares indirect (401(k) plan) following the reported transaction.

When was the Form 4 signed and who signed it?

The form bears a signature by power of attorney (/s/ Sarah R. D'Amore) dated 09/22/2025.

Does the Form 4 report any derivative transactions or option exercises?

No. Table II for derivative securities contains no reported transactions in this filing.