[Form 4] Progressive Corporation Insider Trading Activity

Rhea-AI Filing Summary

Susan Patricia Griffith, President and CEO and director of The Progressive Corporation (PGR), reported transactions on Form 4 dated 09/02/2025 executed under a 10b5-1 trading plan adopted March 30, 2025. She sold 30,659 common shares at a weighted average price of $246.058 (sales executed at prices between $244.875 and $247.600). The filing also shows a 5,000-share disposition coded G on the same date with no cash price reported. After the reported transactions, the filing lists 471,286.043 shares beneficially owned directly and additional indirect holdings of 15,763.996 shares in a 401(k) plan, 19,108 shares held in the reporting person’s husband’s name, and 53,737.096 shares held in the husband’s trust.

Positive

• Transaction executed under a 10b5-1 plan, indicating pre-arranged sales rather than opportunistic insider trading
• Weighted average sale price disclosed ($246.058) and price range provided ($244.875 to $247.600), with offer to supply per-trade details for transparency
• Substantial residual ownership remains with 471,286.043 shares reported directly after the transactions plus indirect holdings

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Insider sales were executed under a pre-established 10b5-1 plan; holdings remain materially large with several indirect holdings.

The Form 4 shows a routine disposition under a 10b5-1 trading plan adopted March 30, 2025, indicating the sales were pre-planned rather than opportunistic. The report discloses both direct and indirect ownership components, including retirement plan assets and spouse-related holdings, which together provide a fuller view of the reporting person’s economic exposure to PGR equity. The filing includes a weighted average sale price and a price range for the executed trades, and the reporting person offers to provide detailed per-trade pricing on request, which supports transparency.

Financial Analyst

TL;DR: Sales reduced direct holdings modestly; reported prices and volumes are clearly disclosed but do not indicate unusual activity.

The Form 4 reports a sale of 30,659 shares at a weighted average of $246.058 and a separate 5,000-share disposition coded G with no cash amount. Aggregate direct beneficial ownership after the transactions is shown as 471,286.043 shares with additional indirect holdings of 15,763.996 shares (401(k)), 19,108 shares (husband), and 53,737.096 shares (husband’s trust). The transaction pricing range ($244.875 to $247.600) is disclosed and the filer commits to provide per-trade details on request, enabling precise valuation reconciliation if needed.

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^*

Griffith Susan Patricia

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		S(1)		30,659	D	$246.058(2)	476,286.043	D
Common	09/02/2025		G(1)		5,000	D	$0	471,286.043	D
Common								15,763.996	I	401(k) Plan
Common								19,108	I	Husband's Common
Common								53,737.096	I	Husband's Trust(3)

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 30, 2025.

2. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $244.875 and $247.600, 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.

3. Held in a trust for the benefit of reporting person's spouse.

	/s/ Sarah R. D'Amore, By Power of Attorney	09/03/2025
	** 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 shares did Susan Patricia Griffith sell in the Form 4 for PGR?

The filing reports a sale of 30,659 common shares on 09/02/2025 at a weighted average price of $246.058 and a separate 5,000-share disposition coded G on the same date.

Were the sales by the Progressive CEO part of a 10b5-1 plan?

Yes. The Form 4 states the transactions were made pursuant to a 10b5-1 trading plan adopted March 30, 2025.

How many PGR shares does the reporting person still beneficially own after the reported trades?

The filing shows 471,286.043 shares beneficially owned directly following the reported transactions, plus listed indirect holdings.

What indirect holdings are disclosed by the reporting person on this Form 4?

Indirect holdings disclosed include 15,763.996 shares in a 401(k) plan, 19,108 shares held in the husband’s name, and 53,737.096 shares held in the husband’s trust.

What price range were the shares sold at according to the Form 4?

The filing reports sales executed at prices ranging from $244.875 to $247.600, with a weighted average of $246.058.