PROGRESSIVE CORP/OH/ 10-Q

Item 5. Other Information. (c) Insider Trading Arrangements During the third quarter 2024, certain executive officers and a director entered into Rule 10b5-1 trading arrangements that are intended to satisfy the affirmative defense of Rule 10b5-1(c). The executive officers’ plans provide for: i) the sale of all of the shares upon vesting pursuant to certain outstanding equity awards previously granted to the applicable executive officer, excluding any shares withheld by the company to satisfy tax withholding obligations (see the 2024 Proxy Statement for a description of the company’s equity compensation plans) and, ii) for one executive, the sale of a certain amount of additional shares (see “Additional or Specified Shares” below) held by the applicable executive, that are not sold in connection with the vesting of an outstanding equity award (as described in i) above), some of which may have been the result of a prior vesting event for the executive. The director’s plan provides for the sale of a specified amount of shares held by the director, some of which may have been the result of a prior vesting event. Below are the details of each applicable Rule 10b5-1 trading arrangement: Name Title Date Entered Date Expires 1 Additional or Specified Shares Officers Karen B. Bailo Commercial Lines President September 24, 2024 December 31, 2025 0 Mariann Wojtkun Marshall Vice President and Chief Accounting Officer August 19, 2024 August 13, 2025 0 John P. Sauerland Vice President and Chief Financial Officer August 22, 2024 August 29, 2025 80,000 Directors Jeffrey D. Kelly Director September 24, 2024 June 30, 2025 10,000 1 Subject to the plan’s earlier expiration or completion in accordance with its terms. 53 Additional Information President and CEO Susan Patricia Griffith’s quarterly letter to shareholders is included as Exhibit 99 to this Quarterly Report on Form 10-Q and in our online shareholders’ report located on our investor relations website at: investors.progressive.com/financials. Item 6. Exhibits. See exhibit index contained herein beginning on page 56, wh ich is incorporated by reference from information with respect to this item. 54 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE PROGRESSIVE CORPORATION (Registrant) Date: November 4, 2024 By: /s/ John P. Sauerland John P. Sauerland Vice President and Chief Financial Officer 55 EXHIBIT INDEX Exhibit No. Under Reg. S-K, Item 601 Form 10-Q Exhibit Number Description of Exhibit If Incorporated by Reference, Documents with Which Exhibit was Previously Filed with SEC 3(ii) 3.1 Code of Regulations of The Progressive Corporation (as amended October 11, 2024) Filed herewith 31 31.1 Rule 13a-14(a)/15d-14(a) Certification of the Principal Executive Officer, Susan Patricia Griffith Filed herewith 31 31.2 Rule 13a-14(a)/15d-14(a) Certification of the Principal Financial Officer, John P. Sauerland Filed herewith 32 32.1 Section 1350 Certification of the Principal Executive Officer, Susan Patricia Griffith Furnished herewith 32 32.2 Section 1350 Certification of the Principal Financial Officer, John P. Sauerland Furnished herewith 99 99 Letter to Shareholders from Susan Patricia Griffith, President and Chief Executive Officer (Regulation FD Disclosure) Furnished herewith 101 101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document Filed herewith 101 101.SCH Inline XBRL Taxonomy Extension Schema Document Filed herewith 101 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document Filed herewith 101 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document Filed herewith 101 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document Filed herewith 101 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document Filed herewith 104 104 Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document) Filed herewith 56