Progressive Corp (NYSE: PGR) CHRO gets 711 RSU dividend grant

Rhea-AI Filing Summary

Progressive Corp. reported a new equity award for its Chief Human Resources Officer, William L. Clawson II. On 01/08/2026, he acquired 711.188 Restricted Stock Units at a price of $0 per unit through the reinvestment of dividend equivalents. Each unit represents a contingent right to receive one common share of Progressive’s stock.

These new units will vest at the same time as the related Restricted Stock Units they are tied to, aligning the award with existing grants. Following this transaction, Clawson beneficially owned a total of 11,824.806 derivative securities in the form of Restricted Stock Units, all held directly.

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^*

Clawson William L. II

(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)
	Chief Human Resources Officer

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		711.188		(2)	(3)	Common	711.188	$0	11,824.806	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.

	/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.
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FAQ

What insider transaction did Progressive (PGR) disclose for 01/08/2026?

Progressive disclosed that Chief Human Resources Officer William L. Clawson II acquired 711.188 Restricted Stock Units on 01/08/2026 through the reinvestment of dividend equivalents.

How many Progressive (PGR) Restricted Stock Units does the CHRO own after this transaction?

After the reported transaction, Chief Human Resources Officer William L. Clawson II beneficially owned 11,824.806 derivative securities in the form of Restricted Stock Units, held directly.

What does each Progressive (PGR) Restricted Stock Unit represent in this filing?

Each Restricted Stock Unit represents a contingent right to receive one common share of Progressive Corp.'s stock, according to the footnote.

How were the new Progressive (PGR) RSUs in this Form 4 acquired?

The 711.188 Restricted Stock Units were acquired upon the reinvestment of dividend equivalents, meaning cash dividends tied to existing awards were converted into additional RSUs.

When will the new Progressive (PGR) RSUs reported by the CHRO vest?

The newly acquired Restricted Stock Units will vest at the same time as the related Restricted Stock Units to which they pertain, matching the original awards' vesting schedule.

Are the Progressive (PGR) RSUs held directly or indirectly by the CHRO?

The filing states that the 11,824.806 Restricted Stock Units, including the newly acquired 711.188 units, are held under direct ownership by William L. Clawson II.