Form 4: Progressive CIO Jonathan Bauer Reports Vesting of Performance-Based Stock Units

Progressive Corporation's Chief Investment Officer, Jonathan S. Bauer, reported the vesting of performance-based restricted stock units and a subsequent sale of shares for tax purposes.

Summary

• Jonathan S. Bauer, Chief Investment Officer of Progressive Corp/OH/ (PGR), reported transactions on July 25, 2025.
• Bauer acquired 4,486.613 shares of common stock at a price of $0, resulting from the vesting of performance-based restricted stock unit awards granted in 2022, including accrued dividend equivalents.
• Concurrently, Bauer disposed of 2,095 shares of common stock at a price of $249.44 per share, likely to cover tax obligations related to the vesting.
• Following these transactions, Bauer directly beneficially owns 29,088.516 shares of common stock.
• Additionally, Bauer indirectly owns 115.141 shares of common stock through a 401(k) Plan.

Sentiment

Score: 7

Explanation: The sentiment is positive as the vesting of performance-based restricted stock units indicates the achievement of performance targets, which is generally a good sign for the company and its executives. The disposal of shares is for tax purposes and is a routine event.

Positives

• The vesting of 4,486.613 performance-based restricted stock units indicates that the company and/or the executive met specific performance targets set in 2022.
• The acquisition of shares at a $0 price represents a form of compensation, aligning executive interests with shareholder value.

Negatives

• A disposal of 2,095 shares occurred, reducing the direct beneficial ownership, although this is a common practice for tax withholding upon RSU vesting.

Future Outlook

The filing does not contain any forward-looking statements or guidance.

Industry Context

This filing is a routine insider transaction report for an executive at a major insurance company. It reflects standard executive compensation practices involving equity awards and does not provide broader industry insights.

Stakeholder Impact

• Shareholders: The vesting of performance-based awards indicates that management is meeting its targets, which can be viewed positively. The sale for tax purposes is a routine event and not indicative of a lack of confidence.
• Employees: This filing highlights the company's executive compensation structure, which may influence employee perceptions of compensation practices.

Key Dates

Keywords

Progressive Corporation, PGR, Jonathan S. Bauer, Chief Investment Officer, SEC Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Executive Compensation, Stock Transactions