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Progressive (PGR) Form 4: 2,218 Shares Sold Under 10b5-1 Plan

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Progressive Corporation (PGR) insider sale reported on Form 4. John Jo Murphy, Claims President, sold 2,218 shares of Progressive common stock on 08/22/2025 at a price of $250.78 per share. After the sale, Mr. Murphy directly beneficially owned 45,723.811 shares and indirectly held 15,168.711 shares through a 401(k) plan, as reported on the form.

The filing notes the transaction was executed under a 10b5-1 trading plan adopted March 20, 2025, indicating the sale followed a pre-established plan. The Form 4 was signed by power of attorney on 08/25/2025.

Positive

  • Transaction executed under a 10b5-1 trading plan, indicating the sale was preplanned and follows an established compliance framework
  • Filing discloses both direct and indirect holdings, providing transparency about the reporting person's overall stake

Negative

  • Insider sale of 2,218 shares could be perceived negatively by some investors even though it was under a plan
  • Sale price $250.78 per share establishes a recent insider transaction price that investors may compare to current market price

Insights

TL;DR: Insider sale under a 10b5-1 plan signals routine, preplanned liquidity rather than ad hoc action.

The sale of 2,218 shares at $250.78 under a documented 10b5-1 plan reduces questions about opportunistic trading by the officer. Reporting direct and indirect holdings adds transparency. This transaction size relative to total holdings appears modest and consistent with routine diversification or liquidity needs, not a material change in control or a red flag for governance practices.

TL;DR: Small insider disposition executed via plan; limited immediate financial impact on PGR equity.

Disposition of 2,218 shares at $250.78 generates modest proceeds and leaves the officer with substantial remaining direct and indirect holdings (total ~60,892.522 shares when combined). The use of a 10b5-1 plan reduces informational asymmetry concerns, and the transaction does not indicate material change to insider alignment with shareholder value based on disclosed amounts.

Insider Murphy John Jo
Role Claims President
Sold 2,218 shs ($556K)
Type Security Shares Price Value
Sale Common 2,218 $250.78 $556K
holding Common -- -- --
Holdings After Transaction: Common — 45,723.811 shares (Direct); Common — 15,168.711 shares (Indirect, 401(k) Plan)
Footnotes (1)
  1. [object Object]
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)
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)
Code V Amount (A) or (D) Price
Common 08/22/2025 S(1) 2,218 D $250.78 45,723.811 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 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 insider transaction did John Jo Murphy report for PGR?

He reported a sale of 2,218 shares of Progressive common stock on 08/22/2025 at $250.78 per share.

Was the sale by the Progressive officer part of a pre-established plan?

Yes. The Form 4 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?

After the reported transaction he beneficially owned 45,723.811 shares directly and 15,168.711 shares indirectly via a 401(k) plan.

Who signed the Form 4 filing for the reporting person?

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

Does this Form 4 indicate any option or derivative transactions?

No. The filing shows a non-derivative sale of common shares and does not report derivative transactions.