Progressive (PGR) officer sells 6,232 shares via 10b5-1; weighted avg $249.96

Q: Were the sales by the PGR insider part of a 10b5-1 plan?

Yes. The Form 4 states the transactions were made pursuant to a 10b5-1 trading plan adopted on November 18, 2024.

Q: At what prices were the PGR shares sold?

The weighted average price was $249.9597 and the filing discloses sales occurred at prices ranging from $248.209 to $252.820.

Q: Does the Form 4 show any derivative transactions by the PGR reporting person?

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

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Patrick K. Callahan, Personal Lines President of The Progressive Corporation (PGR), reported the sale of 6,232 common shares on 08/22/2025 at a weighted average price of $249.9597 per share, leaving beneficial ownership of 21,611.521 shares. The filing states the sales were executed under a 10b5-1 trading plan adopted on November 18, 2024, and shares were sold in multiple transactions at prices ranging from $248.209 to $252.820. The Form 4 was submitted via power of attorney on 08/25/2025.

Positive

Sale executed under a documented 10b5-1 trading plan, adopted November 18, 2024, indicating pre-planned transactions
Transparent pricing information provided with a weighted average price of $249.9597 and a disclosed execution range of $248.209 to $252.820

Negative

Officer sold 6,232 shares, which reduced direct beneficial ownership to 21,611.521 shares
No additional context provided on the proportion of total holdings or rationale beyond the 10b5-1 plan

Insights

TL;DR: Insider sale of 6,232 shares under a 10b5-1 plan; routine disclosure with limited immediate market impact.

The reported disposition is a straightforward Section 16 disclosure showing an officer-initiated sale executed under a pre-established 10b5-1 trading plan. The weighted average sale price of $249.9597 and reported price range provide transparency on execution. Because the sale follows a documented trading plan, it is consistent with routine liquidity management rather than ad hoc insider selling. The filing does not include other material corporate events, changes in ownership percentage, or derivative transactions.

TL;DR: Governance procedures followed: disclosure and 10b5-1 plan referenced; no red flags in form content.

The Form 4 indicates compliance with insider trading policies through a dated 10b5-1 plan adoption (November 18, 2024) and provides a weighted average price plus the reported execution range, enhancing auditability. The use of a power of attorney signature is properly noted. The filing contains no indications of unusual timing or related-party transactions. Absent additional context, this appears to be a routine, documented sale by an officer.

Insider Trade Summary

Net Seller: 6,232 shares ($1,557,749)

Net Sell 1 txn

Insider Callahan Patrick K

Role Personal Lines President

Sold 6,232 shs ($1.56M)

Type	Security	Shares	Price	Value
Sale	Common	6,232	$249.9597	$1.56M

Holdings After Transaction: Common — 21,611.521 shares (Direct)

Footnotes (1)

This transaction reported on this Form 4 was made pursuant to a 10b5-1 trading plan adopted by the reporting person as of November 18, 2024. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $248.209 and $252.820, inclusive. The reporting person undertakes to provide to The Progressive Corporation, any security holder of The Progressive Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Form 4 Insider Transactions: What Each Field Means →

08/25/2025 - 11:51 AM

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

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)
08/22/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common	08/22/2025		S⁽¹⁾		6,232	D	$249.9597⁽²⁾	21,611.521	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 November 18, 2024.

2. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $248.209 and $252.820, inclusive. The reporting person undertakes to provide to The Progressive Corporation, any security holder of The Progressive Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Sarah R. D'Amore, By Power of Attorney	08/25/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did PGR insider Patrick K. Callahan report on Form 4?

He reported the sale of 6,232 common shares on 08/22/2025 at a weighted average price of $249.9597, leaving 21,611.521 shares beneficially owned.

Were the sales by the PGR insider part of a 10b5-1 plan?

Yes. The Form 4 states the transactions were made pursuant to a 10b5-1 trading plan adopted on November 18, 2024.

At what prices were the PGR shares sold?

The weighted average price was $249.9597 and the filing discloses sales occurred at prices ranging from $248.209 to $252.820.

When was the Form 4 signed and by whom?

The Form 4 is signed by Sarah R. D'Amore by power of attorney on 08/25/2025.

Does the Form 4 show any derivative transactions by the PGR reporting person?

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