Progressive Corp (NYSE: PGR) exec gets 14,528-share award, 6,404 withheld

Rhea-AI Filing Summary

Progressive Corp claims president John Jo Murphy reported equity compensation activity in common stock. On 2026-07-24 he acquired 14,528.824 shares at $0 via vesting of 2023 performance-based restricted stock unit awards, including dividend equivalents. On the same date 6,404 shares were withheld at $211.90 per share in connection with payment of exercise price or tax liability. He also reports indirect ownership of 15,175.245 common shares held through a 401(k) Plan.

Insider Trade Summary

Net Buyer: 8,124.824 shares

Net Buy 3 txns

Insider Murphy John Jo

Role Claims President

Type	Security	Shares	Price	Value
Grant/Award	Common F1	14,528.824	$0.00	$0.00
Exercise Price or Tax Liability	Common	6,404	$211.90	$1.36M
holding	Common	--	--	--

Holdings After Transaction: Common — 49,414.749 shares (Direct); Common — 15,175.245 shares (Indirect, 401(k) Plan)

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: 14528.8240 shares Shares withheld (code F): 6404.0000 shares Withholding price per share: 211.9000 per share +1 more

4 metrics

Shares acquired via RSU vesting 14528.8240 shares Common shares issued on 2026-07-24 from vesting of 2023 performance-based RSU awards, including dividend equivalents

Shares withheld (code F) 6404.0000 shares Common shares delivered or withheld on 2026-07-24 to pay exercise price or tax liability at $211.9000 per share

Withholding price per share 211.9000 per share Price used for the 6,404-share F-code disposition related to exercise price or tax liability

Indirect 401(k) holdings 15175.2450 shares Indirect ownership of common shares in a 401(k) Plan reported as of 2026-07-24

Key Terms

performance-based restricted stock unit awards, dividend equivalents, exercise price or tax liability, 401(k) Plan

4 terms

performance-based restricted stock unit awards financial

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

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.

exercise price or tax liability financial

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

401(k) Plan financial

"total_shares_following_transaction 15175.2450, nature_of_ownership 401(k) Plan"

A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/28/2026 - 10:37 AM Accepted by SEC EDGAR 07/28/2026 - 10:37 AM Learn about SEC filing dates

FAQ

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

John Jo Murphy reported receiving 14,528.824 Progressive common shares from vesting 2023 performance-based RSUs, including dividend equivalents. On the same day, 6,404 shares were withheld at $211.90 per share to satisfy exercise price or tax liability, plus updated 401(k) holdings.

How many Progressive (PGR) shares were granted to John Jo Murphy in this filing?

Murphy acquired 14,528.824 Progressive common shares at $0 per share. The shares were issued upon vesting of performance-based restricted stock unit awards granted in 2023, and the amount includes additional shares from dividend equivalents accrued since the grant date.

Why were 6,404 Progressive (PGR) shares disposed of in John Jo Murphy’s Form 4?

The Form 4 shows 6,404 common shares with code F, disposed at $211.90 per share. This reflects delivery or withholding of shares in connection with payment of the option exercise price or tax liability, rather than an open-market sale transaction.

What Progressive (PGR) shareholdings does John Jo Murphy report in a 401(k) Plan?

Murphy reports indirect ownership of 15,175.245 Progressive common shares through a 401(k) Plan. These shares are categorized as indirect ownership, separate from directly held shares received via the vesting of performance-based restricted stock unit awards.

Were John Jo Murphy’s Progressive (PGR) transactions under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not affirmed, indicating the reported transactions were not designated as made pursuant to a Rule 10b5-1 trading plan. No footnotes describe any pre-arranged trading arrangement for these equity events.

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^*

Murphy John Jo

(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)
	Claims President

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)		14,528.824	A	$0	55,818.749	D
Common	07/24/2026		F		6,404	D	$211.9	49,414.749	D
Common								15,175.245	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. 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)