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Director's Dealing 2014

Feb 11, 2014

29822_dirs_2014-02-11_3337ebcd-c368-49c0-87fd-72a1ec8856c3.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESSIVE CORP/OH/ (PGR)
CIK: 0000080661
Period of Report: 2014-02-07

Reporting Person: HARDIS STEPHEN R (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-07	Phantom Stock Unit (rest. Stock)	$0	A	3558.3871	Acquired		Common (3558.3871)	Direct
2014-02-07	Phantom Stock Units	$0	A	10711.2084	Acquired		Common (10711.2084)	Direct

Footnotes

F1: 1 for 1.

F2: These units, which were acquired upon the reinvestment of dividend equivalents pursuant to the terms of the plan, will be paid out in cash at the time elected by the reporting person or otherwise in accordance with the plan.

F3: Expiration Date is the same as the Date Exercisable.