DAVIS CHARLES A 4

What Happened
Charles A. Davis, a director of Progressive (PGR), reported on 2026-04-10 that he disposed of 1,248 restricted common shares to the issuer in exchange for deferred-compensation units and also acquired three lots of derivative units: 2.561 units, 1,248 units, and 11.136 units (total acquired = 1,261.697 units). All reported transactions show $0 cash price — this was an in-kind conversion/award into plan units, not a market sale or cash purchase.

Key Details

• Transaction date: 2026-04-10; Form 4 filed 2026-04-14 (filed within the standard 2 business‑day window).
• Disposition: 1,248 restricted shares surrendered to the issuer (reported as "D"), price $0.
• Acquisitions (derivative units): 2.561, 1,248.000, and 11.136 units (reported as "A"), total 1,261.697 units, price $0.
• Amount owned after the transactions: not specified in the provided filing excerpt.
• Footnotes summary:
  • F1: Reporting person elected to defer previously granted restricted shares upon vesting; the restricted shares were exchanged for an equal number of deferred‑compensation units.
  • F2: 1-for-1 conversion noted.
  • F3: Some units arose from reinvested dividend equivalents; those units may be paid out in cash when elected.
  • F4: (Not directly applicable to these in-kind conversions) expiration date equals date exercisable.
  • F5: Units can be paid out in an equal number of common shares when elected.

Context
This filing reflects a deferral/award conversion (restricted shares → plan units) rather than an open‑market sale or a cash purchase. Such transactions are typically administrative (deferred compensation and dividend reinvestment) and do not on their own indicate buying or selling for cash proceeds.