[Form 4] Progressive Corporation Insider Trading Activity

Rhea-AI Filing Summary

Progressive Corp. (PGR) Form 4: Commercial Lines President Karen Bailo reported a single open-market sale on 28 Jul 2025 under a Rule 10b5-1 plan adopted 24 Sep 2024. She disposed of 8,922 common shares at $249.24, generating roughly $2.2 million in gross proceeds. Following the transaction, Bailo retains ≈32,346 shares (direct ownership).

No derivative security activity was reported. The filing indicates Bailo remains an officer; no change in status or additional transactions were disclosed.

Positive

• Predetermined 10b5-1 plan reduces concern of opportunistic insider trading.
• Officer maintains a sizable holding (~32 k shares), indicating continued alignment with shareholder interests.

Negative

• Sale of 8,922 shares worth ~$2.2 M may be interpreted as reduced insider confidence.
• Disposal represents roughly one-fifth of prior direct stake, a non-trivial reduction.

Insights

Equity Analyst

TL;DR: $2.2 M officer sale; routine 10b5-1.

The transaction represents ~22% of Bailo’s previously reported direct holdings, suggesting portfolio diversification rather than a signal about fundamentals, particularly given the predetermined 10b5-1 plan. Retained stake of ~32 k shares (≈$8 M) maintains alignment with shareholders. The sale volume is immaterial to PGR’s float and should have negligible market impact, but investors often view insider selling as a modestly bearish sentiment indicator.

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).

1. Name and Address of Reporting Person^*

Bailo Karen

(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)
	Commercial Lines President

3. Date of Earliest Transaction (Month/Day/Year)
07/28/2025

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	07/28/2025		S(1)		8,922	D	$249.24	32,345.78	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)
				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 September 24, 2024.

	/s/ Sarah R. D'Amore, By Power of Attorney	07/30/2025
	** 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

How many Progressive (PGR) shares did Karen Bailo sell?

She sold 8,922 common shares on 28 Jul 2025.

What was the sale price of the PGR shares?

The shares were sold at $249.24 per share.

What is the total value of the transaction?

Gross proceeds were approximately $2.2 million (8,922 × $249.24).

Does the officer still hold Progressive stock after the sale?

Yes, Bailo retains about 32,346 shares in direct ownership.

Was the sale conducted under a trading plan?

Yes, it was executed under a Rule 10b5-1 plan adopted on 24 Sep 2024.