PROGRESSIVE CORP/OH/ — Director's Dealing 2019

Jan 3, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESSIVE CORP/OH/ (PGR)
CIK: 0000080661
Period of Report: 2018-12-24

Reporting Person: Murphy John Jo (CRM President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-12-24	Common	G	583	—	Disposed	27533.464	Direct
2019-01-01	Common	M	6712.341	—	Acquired	34245.805	Direct
2019-01-01	Common	F	2102	$59.26	Disposed	32143.805	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-01-01	Restricted Stock Unit	$	M	6712.341	Disposed		Common (6712.341)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	13733.515	Indirect

Footnotes

F1: Represents Common Shares issued upon the vesting of restricted stock unit awards. This Form 4 reports the disposition of such restricted stock units in exchange for an equal number of Common Shares.

F2: Each Restricted Stock Unit represents a contingent right to receive one Common Share of the Company's stock.

F3: Units vested on January 1, 2019.

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