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PROGRESSIVE CORP/OH/ Director's Dealing 2015

Dec 18, 2015

29822_dirs_2015-12-18_a01edd23-db60-4f9e-9c3d-2c06488eda88.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: 2015-12-16

Reporting Person: RENWICK GLENN M (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-12-16 Common D 141640 Disposed 941213.941 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-12-16 Deferred Comp Unit $0 A 141640 Acquired Common (141640) Direct

Footnotes

F1: The reporting person elected to defer receipt, upon the vesting thereof, of performance-based restricted shares granted in 2006. This Form 4 reports the disposition of such restricted shares in exchange for an equal number of deferred compensation units under the applicable deferral plan.

F2: 1 for 1

F3: Units will not be exercisable prior to distribution and will be distributed in an equivalent number of Common Shares at the time elected by the reporting person, subject to the payment provisions of the plan.

F4: Expiration Date is the same as the Date Exercisable.