STOCK TITAN

[Form 4] Progressive Corporation Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Progressive Corp. (PGR) – Form 4 filing dated 07/15/2025

Chief Accounting Officer Carl G. Joyce reported a routine, small acquisition of 0.754 Restricted Stock Units (RSUs) on 07/11/2025. The RSUs were acquired automatically through the reinvestment of dividend equivalents at no cash cost to the insider. Following the transaction, Joyce now beneficially owns 1,863.323 RSUs, held in direct ownership form. Each RSU confers the right to receive one common share upon vesting; the newly issued units will vest concurrently with the original grant to which they relate, and the exercisable and expiration dates are identical.

No common shares were sold or disposed of, and there is no indication of material change in ownership levels or corporate strategy. The filing is therefore considered administrative and non-material for investors.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine RSU dividend reinvestment; no impact on valuation or sentiment.

The acquisition of 0.754 RSUs by the Chief Accounting Officer is immaterial in size and executed at a zero dollar price via dividend equivalents. The insider’s total derivative holding rises to 1,863.323 units, a negligible fraction of Progressive’s ~585 million shares outstanding. Because there are no sales, dilution, or strategic signals, the filing does not affect earnings outlook, capital structure, or governance concerns. It is a standard administrative update required under Section 16(a).

TL;DR: Filing reflects compliance with Section 16; governance neutral.

The prompt, detailed reporting of even fractional RSU accruals demonstrates strong adherence to disclosure obligations. While ongoing insider accumulation can be viewed as a mild vote of confidence, the de minimis size limits interpretive value. No red flags or preferential terms are evident. Overall, the transaction is procedurally routine and poses no governance risk.

Insider Joyce Carl G
Role Chief Accounting Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Unit 0.754 $0.00 --
Holdings After Transaction: Restricted Stock Unit — 1,863.323 shares (Direct)
Footnotes (1)
  1. Each Restricted Stock Unit represents a contingent right to receive one Common Share of the Company's stock. These units, which were acquired upon the reinvestment of dividend equivalents, will vest at the same time as the Restricted Stock Units to which they relate. Expiration Date is the same as the Date Exercisable.
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Learn about SEC filing dates
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*
Joyce Carl G

(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)
Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
07/11/2025
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
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
Restricted Stock Unit $0(1) 07/11/2025 A 0.754 (2) (3) Common 0.754 $0 1,863.323 D
Explanation of Responses:
1. Each Restricted Stock Unit represents a contingent right to receive one Common Share of the Company's stock.
2. These units, which were acquired upon the reinvestment of dividend equivalents, will vest at the same time as the Restricted Stock Units to which they relate.
3. Expiration Date is the same as the Date Exercisable.
/s/ Sarah R. D'Amore, By Power of Attorney 07/15/2025
** 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

Who filed the Form 4 for Progressive (PGR)?

Chief Accounting Officer Carl G. Joyce filed the Form 4.

What type of security was acquired in the July 11, 2025 transaction?

The insider acquired Restricted Stock Units (RSUs).

How many RSUs were acquired by the insider?

0.754 RSUs were acquired through dividend reinvestment.

What is the insider’s total RSU holding after the transaction?

The officer now beneficially owns 1,863.323 RSUs.

Was any cash paid for the RSUs?

No. The RSUs were issued at $0 cost via dividend equivalent reinvestment.

Does this filing indicate any share sales by the insider?

No shares were sold or disposed of in this filing.