PROGRESSIVE CORP/OH/ — Director's Dealing 2020

Apr 17, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESSIVE CORP/OH/ (PGR)
CIK: 0000080661
Period of Report: 2020-04-15

Reporting Person: Griffith Susan Patricia (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-04-16	Common	S	34468	$78.7348	Disposed	352461.841	Direct
2020-04-16	Common	G	3750	—	Disposed	93037.096	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-04-15	Restricted Stock Unit	$	A	208.327	Acquired		Common (208.327)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	14283.293	Indirect
Common	17813.751	Indirect

Footnotes

F1: The transactions reported on this Form 4 were made pursuant to a 10b5-1 trading plan adopted by the reporting person as of February 7, 2020.

F2: The price reported in column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $77.99 to $79.43, inclusive. The reporting person undertakes to provide to The Progressive Corporation, any security holder of The Progressive Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3: Held in a trust for the benefit of reporting person's spouse.

F4: Each Restricted Stock Unit represents a contingent right to receive one Common Share of the Company's stock.

F5: 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.

F6: Expiration Date is the same as the Date Exercisable.