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4//SEC Filing

Niederst Lori A 4

Accession 0000080661-26-000056

CIK 0000080661other

Filed

Jan 21, 7:00 PM ET

Accepted

Jan 22, 12:44 PM ET

Size

9.2 KB

Accession

0000080661-26-000056

Research Summary

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Progressive (PGR) Lori Niederst, CRM President: RSUs Vest; Shares Sold for Taxes

What Happened
Lori A. Niederst, CRM President at Progressive (PGR), had 5,111.734 restricted stock units (RSUs) vest on January 20, 2026. The RSUs converted into the same number of common shares (reported as exercise/conversion of a derivative at $0.00). To satisfy tax withholding, 1,586 shares were disposed/withheld at an indicated price of $201.32 per share (total ~ $319,294). The net shares delivered to her were 3,525.734.

Key Details

  • Transaction date: January 20, 2026 (reported on Form 4 filed January 22, 2026). Filing appears timely (within the usual two-business-day window).
  • Vesting/conversion: 5,111.734 RSUs converted into 5,111.734 common shares (transaction code M, $0.00 per share).
  • Tax withholding: 1,586 shares were withheld/disposed (transaction code F) at $201.32 per share for a total of ~$319,294.
  • Net shares delivered: 3,525.734 common shares remained issued to the insider after withholding.
  • Footnotes: RSUs represent contingent rights to receive one common share each; units vested on Jan 20, 2026; the Form 4 reports disposition of RSUs in exchange for common shares.
  • Shares owned after transaction: the filing excerpt provided does not state total post-transaction holdings (only the net delivered/withheld amounts).

Context
This was a routine RSU vesting event with "sell-to-cover" style tax withholding—common for equity awards—rather than an open-market sale or a new purchase. Such withholding transactions are standard tax-related dispositions and do not necessarily indicate a view on the company's stock.

Insider Transaction Report

Form 4
Period: 2026-01-20
Niederst Lori A
CRM President
Transactions
  • Exercise/Conversion

    Common

    [F1]
    2026-01-20+5,111.73444,152.231 total
  • Tax Payment

    Common

    2026-01-20$201.32/sh1,586$319,29442,566.231 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F2][F1][F3][F4]
    2026-01-205,111.7349,669.326 total
    Common (5,111.734 underlying)
Holdings
  • Common

    (indirect: By Spouse)
    209.399
Footnotes (4)
  • [F1]Represents Common Shares issued upon the vesting of restricted stock unit awards, including dividend equivalent units. 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 20, 2026.
  • [F4]Expiration Date is the same as the Date Exercisable.
Signature
/s/ Allyson L. Bach, By Power of Attorney|2026-01-22

Issuer

PROGRESSIVE CORP/OH/

CIK 0000080661

Entity typeother

Related Parties

1
  • filerCIK 0001691371

Filing Metadata

Form type
4
Filed
Jan 21, 7:00 PM ET
Accepted
Jan 22, 12:44 PM ET
Size
9.2 KB