FITT LAWTON W 4

What Happened Fitt Lawton, a director of Progressive (PGR), elected to defer previously vested restricted Common Shares on April 10, 2026. The filing reports a disposition to the issuer of 1,986 restricted shares (reported at $0) in exchange for 1,986 deferred-compensation units (derivative acquisition, $0). The filing also shows acquisition of 74.177 units (derivative, $0) that were credited upon reinvestment of dividend equivalents. No cash changed hands — this was an in-plan conversion/deferral, not an open-market sale.

Key Details

• Transaction date: April 10, 2026; Form 4 filed April 14, 2026.
• Reported transactions: Disposition (D) of 1,986 shares @ $0.00; Acquisitions (A) of 1,986 derivative units @ $0.00 and 74.177 derivative units @ $0.00.
• Conversion ratio: 1-for-1 (footnote F2).
• Unit payout: The 1,986 units will be paid out in an equal number of Common Shares when elected or per the plan (footnote F3). The 74.177 units (from dividend equivalents) will be paid in cash when elected or per the plan (footnote F5).
• Reason: Lawton elected to defer receipt of vested restricted shares into units under the company’s deferred compensation plan (footnote F1).
• Shares owned after transaction: Not specified in the filing.
• Filing timeliness: Form 4 was filed April 14 for the April 10 transaction; the filing does not indicate a late filing.

Context This was an administrative, non-cash deferral of vested restricted shares into plan units (derivative interests), not a market sale or a cash purchase. Such deferrals are common for executives/directors who elect to delay receipt of shares and do not necessarily signal a buy/sell view of the stock.