Griffith Susan Patricia 4

What Happened

• Susan Patricia Griffith, President & CEO and a director of Progressive (PGR), had 23,909.335 restricted stock units (RSUs) vest on Jan 20, 2026 and these were converted into the same number of common shares (reported as derivative conversion/exercise at $0.00 per share).
• To satisfy tax withholding related to the vesting, 10,005 shares were disposed at $201.32 per share, generating approximately $2,014,207. The filing shows both the issuance/conversion of the RSUs and the share disposition for tax obligations.

Key Details

• Transaction date: January 20, 2026 (Form 4 filed Jan 22, 2026; appears timely).
• Vesting/conversion: 23,909.335 RSUs converted to common shares; conversion reported at $0.00 (no exercise cost).
• Tax withholding/sale: 10,005 shares disposed at $201.32 each → ~$2,014,207.
• Footnotes: RSUs represent contingent rights to one share each and vested on Jan 20, 2026; sale/disposition reflects shares exchanged to cover taxes (net share settlement). One footnote notes holdings held in a trust for the reporting person's spouse.
• Shares owned after the transaction: not specified in the provided filing excerpt.

Context

• This is a routine RSU vesting plus tax-withholding disposal (often a net-share settlement) rather than an open-market purchase or directional sale of additional shares. The conversion at $0.00 indicates these were vested awards, not option exercises requiring cash.
• Such withholding-sales are common when executives receive equity awards and do not necessarily indicate a change in the insider’s view of the company.