Progressive (PGR) 10-K risk factor changes: FY2023 vs FY2022

We cannot predict whether the risks and uncertainties discussed in this section, or other risks not presently known to us or that we currently believe to be immaterial, may develop into actual events and impact our [removed: businesses.][added: business.]

- the frequency, severity, duration, and geographic location and scope of severe [removed: weather] [added: weather,] and other catastrophe events, which may be becoming more severe and less predictable as a result of climate change

- changing vehicle usage and driving patterns, which may be influenced by epidemics, pandemics, other widespread health [removed: risks] [added: risks,] or changes in oil and gas [removed: prices] [added: prices,] among other factors, changes in residential occupancy patterns, and the sharing economy

Our insurance operating results have periodically been, and in the future will likely continue to be, materially adversely affected by natural events, such as hurricanes, tornadoes, windstorms, floods, earthquakes, hailstorms, severe winter weather, and fires, or by other events, such as explosions, terrorist attacks, cyber-attacks, epidemics, [removed: pandemics] [added: pandemics,] or other widespread health risks, riots, and hazardous material releases.

[added: We also use reinsurance contracts to reinsure] portions of our Commercial Lines [removed: businesses,] [added: business,] including our workers’ compensation and business owners’ policies and the transportation network company business, as well as our umbrella insurance business.

Depending on the impact of any of these factors, we may not be able to obtain reinsurance coverage in the future at all or with commercially reasonable rates, [removed: terms] [added: terms,] and conditions.

Our business depends on the secure and uninterrupted operation of our systems, [removed: facilities] [added: facilities,] and business functions and the operation of various third-party systems.

The shut-down, disruption, [removed: degradation] [added: degradation,] or unavailability of one or more of our systems or facilities, or the inability of large numbers of our employees to communicate in a largely work-from-home environment, for any [removed: reason] [added: reason,] could significantly impair our ability to perform critical business functions on a timely basis.

If sustained or repeated, and if an alternate system, process, or vendor is not immediately available to us, such events could result in a deterioration of our ability to write and process policies, provide [removed: high quality] [added: high-quality] customer service, resolve claims in a timely manner, make payments when required, or perform other necessary business functions.

Any such event could have a material adverse effect on our financial results and business prospects, as well as cause damage to our reputation, [removed: brand] [added: brand,] and customer goodwill.

Some of our systems [added: and operations] rely on third-party vendors, through either a connection to, or an integration with, those [removed: third-parties’ systems.][added: third parties’ systems or contracted personnel.]

This approach [added: has increased, and] may [removed: increase] [added: continue to increase,] the risk of loss, corruption, or unauthorized [added: access to or] publication of our information or the confidential information of our customers and employees or other [removed: cyber-attack,] [added: cyber-attacks,] and although we may review and assess third-party vendor [removed: cyber security] [added: cybersecurity] controls, our efforts may not be successful in preventing or mitigating the effects of such events.

We undertake substantial efforts [added: and expend significant resources] to protect our systems and sensitive or confidential information.

[removed: While we expend significant resources on these defensive measures, our] [added: Our] systems are being threatened on a regular basis and our efforts may be insufficient to prevent or defend against an attack.

[removed: We] [added: We, and certain of our third-party vendors,] have experienced [added: attacks and] incidents in the past, and there can be no assurance that [removed: we] [added: we, or any vendor,] will be successful in preventing future attacks or [added: incidents or] detecting and stopping them once they have begun.

We have made significant investments in our brand over many [removed: years,] [added: years] and we believe it is critical to our business that consumers recognize and trust the Progressive brand.

It may also be harmed by the actions of third parties that are generally outside of our control, including agents, significant [removed: customers] [added: customers,] or other businesses with which we do business or in which we invest, such as third-party providers that interface with our customers, unaffiliated insurers and other companies whose products we offer or make available to our customers, or other causes.

The negative impacts of these or other events may be aggravated as consumers, regulators, and other stakeholders increase or change their expectations, or adopt conflicting expectations, regarding the conduct of large public companies, environmental, [removed: social] [added: social,] and governance (ESG) standards, [added: and] sustainability [removed: efforts,] and corporate [removed: responsibility.][added: responsibility efforts.]

Our practices may not change in the [removed: particulars] [added: manner] or at the rate [added: that our various] stakeholders expect.

These impacts may be further complicated such that perceptions are formed through rapid and broad interactions using [removed: modern communication and] social media [added: and other communication] tools over which we have no control.

Ongoing competitive, technological, regulatory, informational, and other developments result in significant levels of complexity in our products and in the systems and processes we use to run our businesses, and the speed of some of these developments [added: have increased, and] may [removed: be increasing.][added: continue to increase.]

[removed: -] [added: We could face] challenges [removed: in using machine learning and artificial intelligence] [added: on whether we use GenAI] in our business processes in a responsible, [removed: compliant] [added: compliant,] and effective [removed: manner][added: manner.]

- the availability and uses of very large volumes of data [removed: (i.e., “big data”)] and the challenges relating to analyzing those data sets, including the availability of sufficient internal and external talent that understand and can manage the complexity and related risks

Complexity may, among other potential difficulties, create barriers to innovation or the provision of high-quality products and customer and agent experiences with the speed and agility that may be required; require us to modify our business practices, adopt new [removed: systems,] [added: systems] or [added: technology, or] replace outdated systems or [added: technology, or] upgrade systems [added: or technology] to enhance the scale, performance or functionality, each at significant expense; and lead to increased difficulty in executing our business strategies.

Our success depends on our ability to attract, develop, compensate, motivate, and retain talented employees, including executives, other key managers, and employees with strong technological, analytical, and other skills and know-how necessary for us to run our insurance businesses, investment operations, and corporate functions, [removed: and to] assess potential expansion into new products and business [removed: areas.][added: areas, and adapt to technological trends in our industry.]

Our loss of certain officers and key employees, or the failure to attract or retain talented executives, managers, and employees with diverse backgrounds, skills, [removed: knowledge] [added: knowledge,] and experiences, could have a material adverse effect on our business.

Our workplace policies or perceptions of those policies by current and potential employees, including policies with respect to remote and hybrid work or protocols for in-person work, could impact our ability to attract and retain talent with needed skills, [removed: knowledge] [added: knowledge,] and experiences.

Our ability to do so may be impaired as a result of litigation against us, other judicial decisions, legislation or regulations, or other factors in the employment marketplace, as well as our failure to recognize and respond to changing trends and other circumstances that affect our employees or our culture, including any impact arising from an increase in remote [added: and hybrid] workers relative to historic levels.

Many of our competitors have substantial resources, experienced management, and strong marketing, underwriting, [added: pricing,] and [removed: pricing] [added: technological] capabilities.

If our competitors offer similar insurance products at lower prices, offer such insurance products bundled with other products or services that we do not offer, are permitted to offer their products under different legal and regulatory constraints than those that apply to us, or engage in other successful competitive initiatives, our ability to generate new [removed: business] [added: business,] or to retain a sufficient number of our existing [removed: customers] [added: customers,] could be compromised.

We may also be adversely affected in our Commercial Lines business, which represents a significant portion of our growth potential, by trends or events that decrease the demand for services offered by, or decrease the profitability of, the commercial auto market, including trucking businesses and [removed: ridesharing] [added: ride-sharing] services.

Our insurance subsidiaries are subject to regulation and supervision by state insurance departments in all 50 states, the District of Columbia, [added: Puerto Rico,] Bermuda, [removed: Canada, its provinces,] and [removed: Puerto Rico.][added: Canada and its provinces.]

Compliance with laws and regulations often results in increased costs, which can be [removed: substantial,] [added: substantial] to our insurance subsidiaries.

In addition, some regulators have requested detailed information regarding, or have expressed an expectation that insurers will provide [removed: additional,] [added: additional] credits for premiums paid during the COVID-19 pandemic.

Insurance laws and regulations may, among other things, limit an insurer’s ability to underwrite and price risks accurately, prevent the insurer from obtaining timely rate changes to respond to increased or decreased costs, delay or restrict the ability to discontinue or exit unprofitable businesses or jurisdictions, [added: impose marketing restrictions or requirements related to the use of artificial intelligence and third-party data,] prevent insurers from terminating policies under certain circumstances, dictate or limit the types of investments that an insurance company may hold, and impose specific requirements relating to information technology systems and related cybersecurity risks.

Moreover, inconsistencies in requirements among the various [removed: states] [added: states,] or between state and federal [removed: requirements] [added: requirements,] may further complicate our compliance efforts, potentially resulting in additional costs for us.

In addition, laws in certain jurisdictions mandate that insurance companies pay assessments in a number of circumstances, including potentially material assessments to pay claims upon the insolvency of other insurance companies or to cover losses in government-provided insurance programs for high-risk auto and [removed: homeowners] [added: homeowners’] coverages.

[removed: Other] [added: Various] jurisdictions have enacted or are considering privacy and security legislation or regulations.

[added: Compliance with these laws and regulations] will result in increased costs, which may be substantial and may adversely affect our profitability or our ability or desire to grow or operate our business in certain jurisdictions.

[removed: It] [added: Additionally, it] is likely that we will be subject to new [added: AI-focused] regulations that could [removed: materially adversely affect] [added: impose varied compliance and reporting requirements and challenges that could impact] our operations or ability to write business profitably in one or more jurisdictions.

- access our systems

Cybersecurity risks rapidly evolve and are complex, so we must continually adapt and enhance our processes and technological defenses.

As we do this, we must make judgments about where to invest resources to most effectively protect ourselves from cybersecurity risks.

These are inherently challenging judgements and we can provide no assurance that processes and technological defenses that we implement will be effective.

These expectations and standards are continually evolving and not always clear.

Additionally, we may fail to meet our related commitments, targets, or aspirations in these areas, and also could determine that it is in the best interest of the company and our shareholders to prioritize other business priorities ahead of our efforts in these areas.

Certain pending lawsuits are described in *Note 12 – Litigation* in the Annual Report.

Our development and use of new technology, such as generative artificial intelligence, may present additional risks, may not be successful, and could have a material adverse effect on our business.

We have developed, and used for many years, new technologies, including machine learning, predictive models, algorithms, automated processes, and other forms of traditional artificial intelligence (AI), and will in the future develop and use AI and other new technologies in our business.

As with many technological innovations, the growing development and use of generative AI (GenAI) presents additional risks that may adversely affect our business.

GenAI might produce or reveal datasets that are flawed or insufficient or contain biased information, which could result in unintentionally and unfairly discriminatory outcomes in our business processes.

These deficiencies could also undermine the associated predictions, analysis, or decisions GenAI applications produce or the business decisions we make based on this information.

Since GenAI is subject to public debate, and depending on how observers view our development and use of GenAI, we could be subject to criticism or experience an adverse impact on our brand or reputation, which could decrease demand for our products or services, create difficulties in our ability to recruit and retain employees, negatively impact our stock price, and lead to greater regulatory scrutiny of our businesses.

Additionally, one or more of our key vendors may begin to use GenAI in their business in a manner that does not meet existing or rapidly evolving regulatory standards.

Furthermore, our competitors or other third parties may be able to incorporate GenAI into their products more quickly, or more successfully, than us.

Intellectual property ownership rights, including those associated with related copyrights, GenAI, and other AI outputs, have not been fully interpreted by courts or regulations.

Colorado issued a first-in-the-nation AI governance regulation for life (and soon auto) insurers related to its SB 169 law, addressing the use of AI models and external consumer data in AI models.

The regulation also describes compliance documentation to be submitted to the Colorado Division of Insurance on a regular basis.

Any of these impacts could result in significant operational difficulties, reputational harm, litigation, and adverse actions by regulators, potentially causing customers to refrain from buying insurance from us or other businesses to refrain from doing business with us, which could have a material effect on our business, financial condition, and results of operations.

capital position.

In

Depending on how

Beginning with its emergence in 2020, COVID-19 increased many of the risks described above and impacted our business, operations, and financial results in a number of ways.

We have discussed the associated risks and impacts of COVID-19 in our SEC filings beginning with its onset in 2020.

We believe that the existing risks and impacts of COVID-19 are not currently material to our business.

Any future epidemic, pandemic, or other widespread health risk, including a new variation of the COVID-19 virus, could exacerbate the impacts of many of the other risk factors described above and adversely affect our business.

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We also use reinsurance contracts to reinsure

This risk may be heightened during periods in which an epidemic, a pandemic or other widespread health risk exists.

For example, the California Consumer Privacy Act (CCPA), which was passed by a consumer initiative in 2018, was amended in 2020 by the California Privacy Rights Act (CPRA) to afford California residents additional rights.

The majority of the CCPA provisions went into effect on or before January 1, 2023, and regulations for the CPRA are still forthcoming.

Compliance with these laws and regulations

There has also been increased regulatory scrutiny of the use of “big data” techniques, machine learning, and artificial intelligence.

These lawsuits have included cases alleging damages as a result of, among other things, our subsidiaries’ methods used for evaluating and paying medical or injury claims or benefits (including certain bodily injury, personal injury protection, uninsured motorist/underinsured motorist (UM/UIM), and medical payment claims) and for reimbursing medical costs incurred by Medicare/Medicaid beneficiaries; other claims handling practices and procedures, including challenges relating to our network of repair facilities, our methods used for estimating physical damage to vehicles for repair purposes and for evaluating the actual cash value of total loss vehicles, including our application of a negotiation adjustment in calculating total loss valuations, our payment of fees and taxes, our subrogation and salvage practices, and our handling of diminution of value claims; our assessment of fees related to insufficient funds or reversed payments; interpretations of the provisions of our insurance policies; our insurance product design; our premium actions in response to the COVID-19 pandemic; rating practices; certain marketing, sales, services, implementation and renewal practices and procedures, including with respect to accessibility; our Snapshot program; certain relationships with independent insurance agents; patent matters; alleged violation of the Telephone Consumer Protection Act; commercial disputes, including breach of contract; and certain employment practices, including claims relating to pay practices and fair employment practices, among other matters.

The elimination of the London Interbank Offered Rate (LIBOR) may adversely affect the interest rates on and value of certain floating rate securities and other instruments that we hold.

LIBOR, a common benchmark interest rate (or reference rate) used to set and make adjustments to interest rates for certain floating rate securities and other financial instruments, is being phased out over time.

Although instruments issued since 2022 should no longer tie interest rates to LIBOR, securities issued in 2021 and earlier and held in our portfolio may continue to do so.

As the phase out continues, these legacy securities may be adversely affected if they either do not provide for the automatic substitution of another reference rate, convert to another reference rate that has material differences from LIBOR, or convert to another reference rate or a fixed rate that could be less favorable to us.

In December 2022, the Board of Governors of the Federal Reserve System issued a final rule that identified the Secured Overnight Financing Rate (SOFR) plus a tenor spread adjustment as the replacement rate for LIBOR on securities governed by U.S. law that do not specify a clearly defined successor benchmark.

Outstanding securities and contracts that could be affected include certain preferred stocks and other floating-rate securities, fixed-rate securities that may convert to LIBOR-based floating rate instruments in the future, and any other assets or liabilities whose value is tied to LIBOR.

Any uncertainty regarding the reliability of LIBOR as a benchmark interest rate, or the potential transition from LIBOR to SOFR or another reference rate, until the end of the phase-out period could also adversely affect the value of those instruments.

In addition, from time to time, we enter into significant financial transactions, such as derivative instruments, with major banks, other financial institutions, or security clearinghouses.

The terms of our outstanding preferred shares prohibit us from paying a dividend on our common shares in certain circumstances.

The terms of our outstanding preferred shares prohibit us from declaring or paying dividends or distributions on our common shares while our preferred shares are outstanding, unless all accrued and unpaid dividends on the preferred shares, including the full dividends for all current dividend periods, have been declared and paid or a sum sufficient for payment thereof set apart, subject to certain exceptions.

We may need to acquire additional capital from time to time as a result of many factors.

For example, the Board decided to not declare an annual-variable common share dividend for 2022.

Our current financial closing calendar, which generally consists of a 52-week year, with 13-week quarters, and months within each quarter consisting of one 5-week and two 4-week months, will be converted to align with a traditional Gregorian calendar (e.g., January-31 days, February-28/29 days, March-31 days).

The spread of COVID-19 and its variants throughout the United States and the international community has had, and could continue to have and a future epidemic, pandemic or other widespread health risk could have, a negative impact on financial markets, general economic conditions, and certain of our businesses.

- Demand for our insurance products and our premium revenue could be reduced, perhaps significantly, if customers drive less or are unable to afford insurance, insurance shopping patterns are disrupted, vehicle and home purchases are curtailed, small businesses suspend or discontinue operations, the usage of transportation network company businesses declines, insurance agencies are unable or unwilling to write business, or our competitors offer products or benefits more appealing to customers or agents or more responsive to their needs, among other factors

- Our ability to price our products accurately for new and renewal policies could be negatively impacted, as could our ability to respond effectively to the initiatives of our competitors

- Claims trends could become more volatile, inflation rates could diverge significantly from our expectations, vehicle and home repair industries could be significantly disrupted, and the availability of medical resources could be limited, potentially resulting in higher claims severity and increased costs to resolve claims

- Our ability to resolve claims accurately and efficiently and establish accurate loss reserves could be impaired if we are unable to staff our Claims group appropriately

- Legislative or regulatory actions, or court decisions, could impact our business in unexpected ways, including, without limitation, by: requiring us to change the way we price, segment, underwrite, or select risks to insure; altering our

rights and obligations under our issued policies; or imposing payment obligations on us and other insurers in our industry for losses and costs that otherwise would be uninsured

- The cumulative costs required by such governmental actions, or of actions taken voluntarily by us to accommodate the needs of customers, including providing credits or other payments to policyholders and billing leniency efforts, such as providing relief from policy cancellations or non-renewals, and related debt write offs, could be substantial

- Unexpected changes in consumer behavior or market conditions, as well as deteriorating economic conditions, may reduce the effectiveness of our advertising

- Illnesses suffered by key employees could prevent or delay the performance of critical business and financial reporting functions; widespread illnesses suffered by our employees may render us unable to perform normal business functions and operate our business on a day-to-day basis

- The continued functioning of our data centers and important information technology and communication systems, as well as the continued performance of and our accessibility to the systems of our various vendors, could be imperiled by widespread illnesses, illnesses suffered by key technology personnel, or work limitations or other governmental mandates

- Our business continuity plans may prove inadequate to address the business challenges that we confront as these issues develop

- Workplace policies adopted in response to an epidemic, pandemic or other widespread health risk may be viewed adversely by our employees or the public, resulting in damage to our reputation and brand

- Our vendors and counterparties to various contracts, including key vendors for our insurance, claims and technology operations, reinsurance arrangements and financial counterparties, may not be able to perform or pay the obligations required of them on a timely basis, or at all, due to key employee illnesses, widespread illnesses, adverse financial impact or other challenges that they face arising directly or indirectly from an epidemic, pandemic or other widespread health risk

The potential effects of an epidemic, pandemic or other widespread health risk also could exacerbate the impacts of many of the other risk factors, including: litigation claims being brought against the company; the valuation, volatility, and liquidity of our debt and equity investment portfolios; the condition of domestic and global economies and financial markets; our ability to access capital markets at favorable rates, if needed; and our ability to access our cash accounts at banks and other financial institutions to operate our business.

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Results of Operations – Investments” in our *Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations,*] [added: Operations*] and the *Quantitative Market Risk Disclosures* section in our Annual Report.

Our insurance subsidiaries [removed: provide] [added: write] personal and commercial auto insurance, personal residential [added: property insurance, business-related general liability] and commercial property [removed: insurance,] [added: insurance predominantly for small businesses,] workers’ compensation insurance primarily for the transportation industry, [removed: business-related general liability insurance,] and other specialty property-casualty insurance and [added: provide] related services.

[removed: Our executive group] [added: The management team that] oversees the business and corporate functions that support all areas of our organization [removed: and] consists of the following:

| Chief Executive Officer [added: (CEO)] | | | | | | | | |

As of December 31, [removed: 2022,] [added: 2023,] we wrote our Personal Lines products in all states, however, our special lines products are not written in the District of Columbia.

The Personal Lines business accounted for [removed: 77%] [added: 79%] of our total net premiums written in [removed: 2022, 78%] [added: 2023, 77%] in [removed: 2021,] [added: 2022,] and [removed: 82%] [added: 78%] in [removed: 2020.][added: 2021.]

- Personal auto insurance represented approximately 94% of our total Personal Lines net premiums written in [added: 2023,] 2022, [removed: 2021,] and [removed: 2020.][added: 2021.]

[removed: We] [added: Progressive] ranked [removed: third in market share] [added: number one] in the U.S. [removed: private passenger] [added: commercial] auto [added: insurance] market based on [removed: 2021] [added: 2022] premiums written.

There are approximately [removed: 255] [added: 250] competitors in this market.

The total net premiums written through the Agency channel represented [removed: 47%] [added: 46%] of our Personal Lines volume in [added: 2023, 47% in] 2022, and 48% in [removed: both 2021 and 2020.][added: 2021.]

The total net premiums written by the Direct business represented [removed: 53%] [added: 54%] of our Personal Lines volume in [added: 2023, 53% in] 2022, and 52% in [removed: both 2021 and 2020.][added: 2021.]

Our Personal Lines strategy is to be a competitively priced provider of a broad range of personal auto and special lines insurance products with distinctive service, distributed through whichever channel the customer prefers, and [removed: combined] [added: bundled] with property insurance and other products when appropriate to match our customers’ needs.

At any one time, we could have multiple product models in the [removed: marketplace] [added: marketplace,] as new versions are [removed: being] rolled out [removed: from state to state.][added: on a state-by-state basis.]

In addition to the personal benefits for our customers, the data collected via the mobile app affords us a unique perspective on [removed: mobile device usage,] vehicle operations, [added: accidents,] and [removed: accidents.][added: mobile device usage.]

This program combines our auto and [removed: home] [added: Property] insurance with the compensation, coordinated policy periods, single event deductible, and other features that meet the needs and desires that our agents have expressed.

- In the Direct channel, we bundle Progressive [added: personal] auto with [added: our] Property products in almost all states, as well as with homeowners and renters products provided by unaffiliated insurance carriers nationwide.

- Where available, our special lines products and umbrella insurance can be combined with any of the [added: personal] auto, home, or renters coverages that we offer, in either the Direct or Agency channel.

Through HQX, consumers are able to quickly and easily quote and compare homeowners insurance online from Progressive and other [removed: carriers.][added: carriers, with the HQX online buy button available in almost every state.]

Our list of unaffiliated company products includes items such as [removed: classic and specialty car, pet,] [added: pet] health, life, [removed: electronics, travel,] and [removed: event] [added: classic and specialty car] insurance.

The Commercial Lines business accounted for [removed: 18%] [added: 16%] of our total net premiums written in [removed: 2022, 17%] [added: 2023, 18%] in [removed: 2021,] [added: 2022,] and [removed: 13%] [added: 17%] in [removed: 2020.][added: 2021.]

[removed: In 2021, we acquired Protective Insurance Corporation and subsidiaries (Protective Insurance) to expand] [added: We expanded] our portfolio of offerings to larger fleet, workers’ compensation coverage for trucking, along with trucking industry independent contractors, and affinity [removed: programs.][added: programs in 2021, when we acquired Protective Insurance Corporation and subsidiaries (Protective Insurance).]

We offer our [added: commercial] auto products in all states.

Our commercial auto customers insure approximately two vehicles per [removed: policy.][added: policy, excluding large fleet policies.]

During [removed: 2022,] [added: 2023,] we wrote about 90% of our commercial auto business through the agency channel.

There are approximately [removed: 335] [added: 340] competitors in the total U.S. commercial auto market.

We primarily compete with about [removed: 50] [added: 55] other large companies/groups, each with over $200 million of commercial auto premiums written annually.

Progressive and these leading commercial auto insurers comprise [removed: 83%] [added: 85%] of this market.

[removed: Our Commercial Lines business] [added: We] ranked [removed: number one] [added: second] in [added: market share in] the [removed: commercial] [added: U.S. private passenger] auto insurance [removed: market for 2021] [added: market,] based on [added: 2022] premiums written, and we believe [removed: that] we [removed: continued] [added: continue] to hold that position for [removed: 2022.][added: 2023.]

The Commercial Lines business operates in the following commercial auto business market [removed: targets:][added: targets (BMT):]

Similar to Snapshot in the personal auto business, the Commercial Lines business offers its [added: commercial auto] customers UBI options.

In [removed: addition,] [added: addition to the BMTs listed above, as of December 31, 2023,] we [removed: provide] [added: provided] commercial auto coverage in the [removed: TNC] [added: transportation network company (TNC)] business to Uber Technologies subsidiaries in [removed: 13] [added: 16] states and to Lyft’s rideshare operations in 4 states.

TNC represented about [removed: 10%] [added: 13%] of our Commercial Lines net premiums written in [added: 2023, 10% in] 2022, [added: and] 6% [added: in 2021.]

During [removed: 2022, in addition to increasing rates to address profitability,] [added: 2023,] our TNC business experienced a strong increase in rideshare miles traveled compared to [removed: 2021.][added: 2022.]

[removed: We] [added: Our Commercial Lines business] also [removed: offer] [added: offers] business-related general liability and property insurance through our [removed: business owners policy (BOP)] [added: BOP] insurance.

These products are geared specifically to small businesses and [removed: are currently] [added: at year-end 2023 were] available to agents in [removed: a majority of] [added: 44] states, excluding the District of Columbia, with plans to expand to additional states during [removed: 2023.][added: 2024.]

We also act as a participant in the “Write Your Own” program for the National Flood Insurance Program [added: (NFIP)] under which we write flood insurance in virtually all states; 100% of this business is [removed: reinsured.][added: reinsured with the NFIP.]

Our Property business accounted for 5% of our total net premiums written in [added: 2023,] 2022, [removed: 2021,] and [removed: 2020.][added: 2021.]

[removed: As one of the 15 largest homeowners carriers in the U.S. based on 2021 premiums written, we] [added: We] specialize in residential property insurance for homeowners, other property owners, and renters, as well as insurance for manufactured homes, personal umbrella insurance, and primary and excess flood insurance.

There are approximately [removed: 370] [added: 365] competitors in the homeowners insurance market nationwide and we compete with many of these companies.

Progressive and the other leading [removed: 25] [added: 27] large companies/groups, each with over $800 million of premiums written annually, comprise [removed: 77%] [added: about 80%] of the market.

Our reinsurance activity includes both transactions which are regulated and those that are [removed: non-regulated (e.g., voluntary).][added: non-regulated.]

We believe this mobile app improves the user experience.

As of December 31, 2023, we had nearly 7,500 Platinum agents.

Unless otherwise noted, the following auto discussion focuses on our commercial auto business and, therefore, excludes business owners’ policy (BOP) and workers’ compensation products, which are discussed below.

We have been the number one commercial auto insurer since 2015, and we believe that we continued to hold that position for 2023.

We also offer workers’ compensation insurance tailored for the transportation industry.

Our offering includes loss prevention services that promote safe operations and dedicated claims-handling specialists.

This product is available through a limited network of licensed brokers and includes options ranging from guaranteed premium cost plans to loss dependent plans, to meet the varying needs of small to large trucking fleets.

We were the tenth largest homeowners carrier in the U.S., based on 2022 premiums written, and we estimate that we retained this ranking for 2023.

Our non-regulated transactions represent voluntary external reinsurance arrangements related to portions of our Property and Commercial Lines businesses; we do not reinsure our Personal Lines business outside of the regulated programs discussed above.

During 2023, no losses were ceded under the occurrence excess of loss program related to storms occurring in 2023.

In February 2024, a catastrophe bond matured, overall reducing our maximum coverage limits by $200 million, irrespective of the location of the first event.

During 2023, our Property business also had an aggregate excess of loss program structure, with the first retention layer threshold ranging from $500 million to $575 million, excluding named tropical storms and hurricanes, and the second retention layer threshold of $600 million, including named tropical storms.

The first and second layers provide coverage up to $100 million and $85 million, respectively.

During 2023, we exceeded the first layer annual retention threshold by $17.9 million, under this program.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Coverage Terms (millions) | | | First Layer | | | Second Layer | | |

| Retention | | | $450.0 to $475.0 | | | $525.0 | | |

| Total coverage, net of retention | | | $85.0 | | | $100.0 | | |

| Per occurrence deductible before each loss could be considered for aggregation, dependent on the peril covered | | | $5.0 or $7.5 | | | $20.0 or $25.0 | | |

| Per event coverage limit, net of the per occurrence deductible, dependent on the peril covered | | | $42.5 or $45.0 | | | $175.0 or $180.0 | | |

The second layer includes coverage for named tropical storms or hurricanes as designated by the U.S. National Weather Service, and also includes a secondary coverage part with a retention threshold of $425 million that shares the same $100 million limit mentioned above.

Any one portion of the aggregate program does not have to be exhausted before the other portions can be applied.

casualty occurrence or each property loss.

See *Item 1A, Risk Factors* and *Item 1C, Cybersecurity* below for more information.

our automated document classification system (expiring 2040 or after), and one patent for embedded quoting (expiring in 2043 or after).

We also have subsidiaries that write excess and surplus lines, which are regulated in a different fashion that generally offers additional product flexibility.

- restrictions on marketing,

In addition, as of

- During 2023, of our employees promoted into management positions, 55% were women and 32% were people of color.

swath of skills and competencies.

For Progressive, DEI is not just a program, initiative, or singular goal.

We set this aspiration to challenge ourselves to reach far and wide to attract diverse, highly qualified applicant pools when recruiting opportunities arose, to invest broadly in developing our internal talent, and to help measure the success of these efforts.

We're committed to creating an environment where all our people feel welcomed, valued, and respected, and we integrate DEI into our workplace.

This includes hosting regular Inclusion Quarterly events, which feature a series of speakers, discussion groups, and storytelling focused on themes of diversity, equity, and inclusion.

To more broadly represent our employees and their communities, in 2020, The Progressive Insurance Foundation began funding national charitable organizations identified by our Employee Resource Groups.

\- 12 -

We believe that our market share grew in 2022, however, industry data regarding our ranking for 2022 is not yet available.

This mobile app is intended to improve the user experience while also reducing our monitoring costs.

As of December 31, 2022, we had just over 4,000 Platinum agents.

During 2022, we continued to expand the availability of the online buy button, which was active in all states where we write Property products via HQX by the end of 2022.

Unless otherwise noted, the following discussion excludes transportation network company (TNC) business, which is discussed below.

in 2021, and 4% in 2020.

We are also a participant in the “Write Your Own” program for federally regulated plans for flood (National Flood Insurance Program).

In 2022, our service contract to act as a servicing agent for Commercial Automobile Insurance Procedures/Plans (CAIP) expired and we did not renew the contract.

The CAIP business will be in runoff for a year from its expiration.

Our non-regulated arrangements reinsure activities in our Property business and our Commercial Lines business.

During 2022, we retained $200 million, and ceded $800 million, of losses and ALAE under the occurrence excess of loss reinsurance program, all related to Hurricane Ian.

During 2022, our Property business also had an aggregate excess of loss program structure, which provided a maximum amount of $175 million of coverage for non-named storms, and in certain cases for named storms, in multiple layers with varying retention thresholds starting at $575 million in the aggregate.

During 2022, no losses were ceded under this aggregate excess of loss agreement related to 2022 accident year storms.

- The first layer has retention thresholds ranging from $500 million to $575 million, and provides a total of $100 million of coverage.

- The second layer has a retention threshold of $600 million and provides a total of $100 million of coverage, with Progressive retaining a 15% portion of coverage available under this layer.

Each aggregate layer is subject to a per occurrence deductible ranging from $2 million to $5 million before each loss could be considered for aggregate retention, and each event is subject to a coverage cap ranging from $95 to $98 million.

Under the current program, in certain scenarios, our retention could be reduced to $1 million, depending on the accumulation of losses in excess of $1 million.

We also have subsidiaries that write excess and surplus lines; these activities do not require a license but are regulated.

See *Item 1A, Risk Factors* *–* *III.

Operating Risks* below for more information.

$8.6 million and $5.0 million of other-than-temporary impairment losses resulting from renewable energy tax credit investments during 2022 and 2021, respectively; no other-than-temporary impairment losses were recognized in 2020.

Service revenues also included business related to the CAIP plans.

As a service provider, we provided policy issuance and claims adjusting services and collected fee revenue.

Our CAIP service contract expired in August 2022 and we did not renew the contract.

- During 2022, our employees promoted into management positions were more gender and racially diverse than our management population during 2021.

Specifically, 55% of such promotions were women and 32% were people of color.

Board of Directors.

For several years we have hosted an annual weeklong event focused on diversity and inclusion, where employees have the opportunity to attend webinars and panel discussions, take part in group activities, listen to podcasts featuring Progressive employees, and more.

For discussion of legal proceedings, see *Note 12 – Litigation* in our Annual Report, which is incorporated herein by reference.

None.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

The aggregate market value of the voting common shares held by non-affiliates of the registrant at June 30, [removed: 2022: $67,446,094,306][added: 2023: $76,906,833,454]

The number of the registrant’s Common Shares, $1.00 par value, outstanding as of January 31, [removed: 2023: 585,340,036][added: 2024: 585,677,464]

Portions of the registrant’s Proxy Statement for the Annual Meeting of Shareholders to be held on May [removed: 12, 2023,] [added: 10, 2024,] and the Annual Report to Shareholders of The Progressive Corporation and subsidiaries for the year ended December 31, [removed: 2022,] [added: 2023,] included as Exhibit 13 to this Form 10-K, are incorporated by reference in Parts I, II, III, and IV hereof.

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements

of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

Our business requires that we develop and maintain large and complex technology systems, and that we rely on third-party systems and applications, to run our operations and to store the significant volume of data that we acquire, including the personal information of our customers and employees and our intellectual property, trade secrets, and other sensitive business and financial information.

Our overall efforts to safeguard the information systems and confidential information critical to our operations include preventative and detective internal processes, technological defenses, and other controls designed to provide multiple layers of security protection.

Our information security efforts are designed to evolve with the changing security threat environment through ongoing assessment and measurement.

In our efforts to keep our data and technology systems secure, we leverage both the International Organization for Standardization (ISO) 27002 Security Framework for the body of security control requirements and the National Institute of Standards and Technology Cybersecurity Framework to assess the strength of our processes and defenses.

This integrated approach to protect data and information systems is also built into our project management, development, and operations.

To assess the effectiveness of our cybersecurity program and compliance with applicable rules, regulations, and laws, we employ internal resources and, regularly, external resources, to evaluate our environment, information systems, and processes.

Through appropriate risk evaluation, security assessments, and financial due diligence, we seek to protect the security and confidentiality of information provided to our vendors under service provider cloud computing or other arrangements.

We also employ contractual nondisclosure requirements and use limitations consistent with our published Privacy Policy, and typically reserve the right to review third-party compliance against the required standards, where we deem appropriate.

Our response to cybersecurity threats is triggered through various means.

Through annual user awareness training, we teach our employees to identify and appropriately respond to such threats.

Our incident response program is designed to mitigate and recover from suspected and actual cybersecurity incidents and provide all required consumer and regulatory notices regarding cybersecurity threats in a timely manner.

Our Chief Security Officer (CSO) is ultimately responsible for cybersecurity at Progressive, with management oversight of the prevention, detection, mitigation, and remediation of cybersecurity incidents.

The CSO reports directly to the Chief Financial Officer and provides regular cybersecurity updates to the Chief Executive Officer, other members of the executive team, and the Board of Directors’ Technology Committee.

Our CSO has served in this capacity at Progressive for more than 11 years and, prior to joining us, had over 10 years of cybersecurity experience in the banking industry.

Our CSO is also a member of our Management Risk Committee, which leads our Enterprise Risk Management program, and as a member ensures that cybersecurity risks remain a focus of the overall risk management process.

The Technology Committee of the Board of Directors oversees our use of technology in business strategy as well as the major risks arising from our technology, digital and data strategies, legacy information systems, technology investments, data privacy, operational performance, cybersecurity programs, and technology-related business continuity and disaster recovery programs.

The Technology Committee, which includes directors with technology and cybersecurity experience, also oversees management’s effort to mitigate these risks.

Technology Committee meetings typically occur five times a year.

Generally, at these meetings, our CSO briefs the committee on cybersecurity-related matters.

Our systems are being threatened by cybersecurity incidents on a regular basis and our efforts may be insufficient to prevent or defend against incidents or an attack.

We, and certain of our third-party vendors, have experienced attacks and incidents in the past, and there can be no assurance that we, or any vendor, will be successful in preventing future attacks or incidents or detecting and stopping them once they have begun.

Through the date hereof, risks from cybersecurity threats, including prior incidents and attacks, have not materially affected, and we do not believe are reasonably likely to materially affect, our business strategy, results of operations, or financial condition.

However, we cannot guarantee that we will not be materially affected in the future.

Cybersecurity risks rapidly evolve and are complex, so we must continually adapt and enhance our processes and defenses.

As we do this, we must make judgments about where to invest resources to most effectively protect ourselves from cybersecurity risks.

These are inherently challenging processes, and we can provide no assurance that processes and defenses that we implement will be effective.

*See Item 1A, Risk Factors – III.

Operating Risks* above for more information.

\- 27 -

All of our properties are owned or leased by subsidiaries of The Progressive Corporation and are used for office [removed: functions (corporate, claims, and business unit),] [added: functions,] as call centers, as data centers, for training, or for warehouse space.

At December 31, [removed: 2022,] [added: 2023,] we owned [removed: 71] [added: 65] buildings located throughout the United States.

About [removed: 55%] [added: half] of these buildings are claims offices.

Our owned facilities, which contain approximately [removed: 4.7] [added: 4.5] million square feet of space, are generally not segregated by segment.

We lease approximately [removed: 2.2] [added: 2.1] million square feet of space throughout the United States.

\- 28 -

\- 27 -

We had [removed: 1,750] [added: 1,675] shareholders of record on January 31, [removed: 2023.][added: 2024.]

| [removed: 2022] [added: 2023] Calendar Month | | | Total Number of Shares Purchased | | | | | | Average Price Paid per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | | | | Maximum Number of Shares That May Yet Be Purchased Under the Plans or Programs | | |

In May [removed: 2022,] [added: 2023,] the Board of Directors approved an authorization for the Company to repurchase up to 25 million of its common shares.

During the fourth quarter [removed: 2022,] [added: 2023,] all repurchases were accomplished in conjunction with our equity incentive awards or through the open market at the then-current market prices.

Progressive’s financial policies state that we will repurchase shares to neutralize dilution from equity-based compensation in the year of issuance and as an option to effectively use [removed: underleveraged] [added: under-leveraged] capital.

| October | | | 79,457 | | | | | | $ | 150.26 | | | | | 426,809 | | | | | | 24,573,191 | | |

| November | | | 299,855 | | | | | | 163.11 | | | | | | 726,664 | | | | | | 24,273,336 | | |

| December | | | 274 | | | | | | 163.55 | | | | | | 726,938 | | | | | | 24,273,062 | | |

| Total | | | 379,586 | | | | | | $ | 160.42 | | | | | | | | | | | | | |

| October | | | 44,920 | | | | | | $ | 122.11 | | | | | 455,101 | | | | | | 24,544,899 | | |

| November | | | 42,193 | | | | | | 128.40 | | | | | | 497,294 | | | | | | 24,502,706 | | |

| December | | | 74,454 | | | | | | 128.60 | | | | | | 571,748 | | | | | | 24,428,252 | | |

| Total | | | 161,567 | | | | | | $ | 126.74 | | | | | | | | | | | | | |

[removed: Under] [added: We, under] the direction of our Chief Executive Officer and our Chief Financial Officer, [removed: we] have established disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

Based on that review and evaluation, the Chief Executive Officer and Chief Financial Officer concluded that [removed: Progressive’s] [added: our] disclosure controls and procedures are effectively serving the stated purposes as of the end of the period covered by this report.

On November 21, 2023, Karen B.

Bailo, our Commercial Lines President, entered into a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c).

The plan provides for (i) the sale of all shares vested during the duration of the plan pursuant to certain equity awards previously granted to Ms. Bailo, excluding any shares withheld by the company to satisfy tax withholding obligations, and (ii) 3,212 shares of the company’s common stock.

Ms. Bailo’s plan will expire on November 29, 2024, subject to the plan’s earlier expiration or completion in accordance with its terms.

On October 16, 2023, Patrick K.

Callahan, our Personal Lines President, entered into a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c).

The plan provides for the sale of all shares vested during the duration of the plan pursuant to certain equity awards previously granted to Mr. Callahan, excluding any shares withheld by the company to satisfy tax withholding obligations.

Mr. Callahan’s plan will expire on September 30, 2024, subject to the plan’s earlier expiration or completion in accordance with its terms.

President and CEO Susan Patricia Griffith’s annual letter to shareholders is included as Exhibit 99 to this Form 10-K.

None.

\- 30 -

\- 29 -

Information relating to our directors is incorporated herein by reference from the section entitled “Item 1: Election of Directors” in The Progressive Corporation’s Proxy Statement for the Annual Meeting of Shareholders to be held on May [removed: 12, 2023] [added: 10, 2024] (the Proxy Statement).

| Susan Patricia Griffith | | | | | | [removed: 58] [added: 59] | | | | | | President and Chief Executive Officer | | |

| John P. Sauerland | | | | | | [removed: 58] [added: 59] | | | | | | Vice President and Chief Financial Officer | | |

| Karen B. Bailo | | | | | | [removed: 55] [added: 56] | | | | | | Commercial Lines President since October 2020; Commercial Lines Acquisition and Small Business General Manager from January 2020 to September 2020; Commercial Lines Controller [removed: from August 2018 to December 2019; Agency Distribution Business Leader] prior to [removed: August 2018] [added: January 2020] | | |

| Jonathan S. Bauer | | | | | | [removed: 45] [added: 46] | | | | | | Chief Investment Officer since January 2020; Portfolio Manager prior to January 2020 | | |

| Steven A. Broz | | | | | | [removed: 52] [added: 53] | | | | | | Chief Information Officer | | |

| Patrick K. Callahan | | | | | | [removed: 52] [added: 53] | | | | | | Personal Lines President | | |

| William L. Clawson II | | | | | | [removed: 53] [added: 54] | | | | | | Chief Human Resources Officer since December 2021; Compensation and Benefits Business Leader from November 2019 to December 2021; Product Manager prior to November 2019 | | |

| Remi Kent | | | | | | [removed: 47] [added: 48] | | | | | | Chief Marketing Officer since November 2021; Senior Vice President and Global Chief Marketing Officer of the Consumer Business Group of 3M Company (global manufacturing and technology company) from January 2020 to October 2021; Global Business Director for Post-It® and Scotch® Brands of 3M Company prior to January 2020 | | |

| Mariann Wojtkun Marshall | | | | | | [removed: 60] [added: 61] | | | | | | Vice President and Chief Accounting Officer since March 2019; Director of Financial Reporting *–* GAAP prior to March 2019; Assistant Secretary | | |

| John Murphy | | | | | | [removed: 53] [added: 54] | | | | | | Claims President since December 2021; Customer Relationship Management President prior to December 2021 | | |

| Lori Niederst | | | | | | [removed: 49] [added: 50] | | | | | | Customer Relationship Management President since December 2021; Chief Human Resources Officer prior to December 2021 | | |

*Shareholder-Proposed Candidate Procedures.* There were no material changes during [removed: 2022] [added: 2023] to Progressive’s procedures by which a shareholder can recommend a director candidate.

Unless noted below, all positions were with Progressive.

| David M. Stringer | | | | | | 49 | | | | | | Vice President, Secretary, and Chief Legal Officer since January 2024; Deputy General Counsel, Litigation and Employment, prior to January 2024 | | |

| Andrew J. Quigg | | | | | | 44 | | | | | | Chief Strategy Officer | | |

\- 31 -

Unless otherwise indicated, the executive officer has held the position(s) indicated with Progressive.

| | | | | | | | | | | | | | | |

| Daniel P. Mascaro | | | | | | 59 | | | | | | Vice President, Secretary, and Chief Legal Officer | | |

| Andrew J. Quigg | | | | | | 43 | | | | | | Chief Strategy Officer since July 2018; Customer Experience General Manager prior to July 2018 | | |

\- 30 -

The following information is set forth with respect to our equity compensation plans at December 31, [removed: 2022.][added: 2023.]

| Amended and Restated 2017 Directors Equity Incentive Plan | | | | | | [removed: 30,439] [added: 25,075] | | | | | | NA | | | | | | [removed: 417,511] [added: 392,436] | | | 4 | | |

Performance-based restricted stock unit awards, including dividend equivalents, of [removed: 669,797] [added: 557,119] units are included under the 2015 Equity Incentive Plan at their target value.

Maximum potential payout for the performance awards outstanding under the 2015 Equity Incentive Plan was [removed: 1,648,366.][added: 1,370,877.]

| 2015 Equity Incentive Plan | | | | | | 2,893,743 | | | 2 | | | NA | | | | | | 5,185,949 | | | 3 | | |

| Total | | | | | | 2,918,818 | | | | | | NA | | | | | | 5,578,385 | | | | | |

| 2015 Equity Incentive Plan | | | | | | 3,198,150 | | | 2 | | | NA | | | | | | 6,055,196 | | | 3 | | |

| Total | | | | | | 3,228,589 | | | | | | NA | | | | | | 6,472,707 | | | | | |

\- 32 -

\- 31 -

- Consolidated Statements of Comprehensive Income - For the Years Ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

- Consolidated Balance Sheets - December 31, [removed: 2022] [added: 2023] and [removed: 2021][added: 2022]

- Consolidated Statements of Changes in Shareholders’ Equity - For the Years Ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

- Consolidated Statements of Cash Flows - For the Years Ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

See exhibit index contained herein beginning at page [removed: 44,] [added: 45,] which is incorporated by reference from information with respect to this item.

Management contracts and compensatory plans and arrangements are identified in the Exhibit Index as Exhibit Nos. 10.1 through [removed: 10.52.][added: 10.50.]

| United States Government and government agencies and authorities | | | $ | [removed: 26,770.7] [added: 37,823.2] | | | | | $ | [removed: 25,167.4] [added: 36,869.4] | | | | | $ | [removed: 25,167.4] [added: 36,869.4] | |

| States, municipalities, and political subdivisions | | | [removed: 2,180.0] [added: 2,338.4] | | | | | | [removed: 1,977.1] [added: 2,202.8] | | | | | | [removed: 1,977.1] [added: 2,202.8] | | |

| Foreign government obligations | | | [removed: 16.8] [added: 17.3] | | | | | | [removed: 15.5] [added: 16.3] | | | | | | [removed: 15.5] [added: 16.3] | | |

| Corporate and other debt securities | | | [removed: 9,218.7] [added: 10,067.5] | | | | | | [removed: 8,575.0] [added: 9,831.4] | | | | | | [removed: 8,575.0] [added: 9,831.4] | | |

| Asset-backed securities | | | [removed: 10,968.1] [added: 10,629.3] | | | | | | [removed: 9,894.9] [added: 9,932.3] | | | | | | [removed: 9,894.9] [added: 9,932.3] | | |

| Redeemable preferred stocks | | | [removed: 202.6] [added: 187.7] | | | | | | [removed: 184.3] [added: 173.7] | | | | | | [removed: 184.3] [added: 173.7] | | |

| Total fixed maturities | | | [removed: 50,264.0] [added: 62,441.9] | | | | | | [removed: 46,651.9] [added: 60,378.2] | | | | | | [removed: 46,651.9] [added: 60,378.2] | | |

| Banks, trusts, and insurance companies | | | [removed: 154.2] [added: 130.8] | | | | | | [removed: 516.6] [added: 480.0] | | | | | | [removed: 516.6] [added: 480.0] | | |

| Industrial, miscellaneous, and all other | | | [removed: 622.3] [added: 536.2] | | | | | | [removed: 2,181.0] [added: 2,350.9] | | | | | | [removed: 2,181.0] [added: 2,350.9] | | |

| Nonredeemable preferred stocks | | | [removed: 1,364.2] [added: 977.1] | | | | | | [removed: 1,213.2] [added: 902.1] | | | | | | [removed: 1,213.2] [added: 902.1] | | |

| Total equity securities | | | [removed: 2,190.3] [added: 1,683.1] | | | | | | [removed: 4,034.7] [added: 3,830.5] | | | | | | [removed: 4,034.7] [added: 3,830.5] | | |

| Short-term investments | | | [removed: 2,861.7] [added: 1,789.9] | | | | | | [removed: 2,861.7] [added: 1,789.9] | | | | | | [removed: 2,861.7] [added: 1,789.9] | | |

Progressive did not have any securities of any one issuer, excluding U.S. government obligations, with an aggregate cost or fair value exceeding 10% of total shareholders’ equity at December 31, [removed: 2022.][added: 2023.]

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Dividends from subsidiaries | | | $ | [removed: 540.5] [added: 399.0] | | | | | $ | [removed: 2,847.0] [added: 540.5] | | | | | $ | [removed: 4,096.5] [added: 2,847.0] | |

| Undistributed income from subsidiaries | | | [removed: 325.0] [added: 3,572.3] | | | | | | [removed: 674.9] [added: 325.0] | | | | | | [removed: 1,774.4] [added: 674.9] | | |

| Equity in net income of subsidiaries | | | [removed: 865.5] [added: 3,971.3] | | | | | | [removed: 3,521.9] [added: 865.5] | | | | | | [removed: 5,870.9] [added: 3,521.9] | | |

| Intercompany investment income | | | [removed: 92.7] [added: 204.3] | | | | | | [removed: 4.5] [added: 92.7] | | | | | | [removed: 16.5] [added: 4.5] | | |

| Total revenues | | | [removed: 958.2] [added: 4,175.6] | | | | | | [removed: 3,526.4] [added: 958.2] | | | | | | [removed: 5,887.4] [added: 3,526.4] | | |

| Interest expense | | | [removed: 246.0] [added: 270.0] | | | | | | [removed: 220.0] [added: 246.0] | | | | | | [removed: 218.1] [added: 220.0] | | |

| Deferred compensation1 | | | [removed: 25.3] [added: 20.4] | | | | | | [removed: 8.8] [added: 25.3] | | | | | | [removed: 33.9] [added: 8.8] | | |

| Other operating costs and expenses | | | [removed: 6.8] [added: 7.6] | | | | | | 6.8 | | | | | | [removed: 7.2] [added: 6.8] | | |

| Total expenses | | | [removed: 278.1] [added: 298.0] | | | | | | [removed: 235.6] [added: 278.1] | | | | | | [removed: 259.2] [added: 235.6] | | |

| Income before income taxes | | | [removed: 680.1] [added: 3,877.6] | | | | | | [removed: 3,290.8] [added: 680.1] | | | | | | [removed: 5,628.2] [added: 3,290.8] | | |

| Benefit for income taxes | | | [removed: 41.4] [added: 24.8] | | | | | | [removed: 60.1] [added: 41.4] | | | | | | [removed: 76.4] [added: 60.1] | | |

| Net income | | | [removed: 721.5] [added: 3,902.4] | | | | | | [removed: 3,350.9] [added: 721.5] | | | | | | [removed: 5,704.6] [added: 3,350.9] | | |

| Other comprehensive income (loss) | | | [removed: (2,842.7)] [added: 1,186.3] | | | | | | [removed: (891.0)] [added: (2,842.7)] | | | | | | [removed: 587.3] [added: (891.0)] | | |

| Comprehensive income (loss) | | | $ | [removed: (2,121.2)] [added: 5,088.7] | | | | | $ | [removed: 2,459.9] [added: (2,121.2)] | | | | | $ | [removed: 6,291.9] [added: 2,459.9] | |

| | | | [added: 2023 | | | | | |] 2022 | | | | | | 2021 | | |

| Investment in subsidiaries | | | [removed: 17,911.8] [added: 23,409.9] | | | | | | [removed: 19,512.2] [added: 17,911.8] | | |

| Receivable from investment subsidiary | | | [removed: 4,098.7] [added: 3,791.4] | | | | | | [removed: 3,382.1] [added: 4,098.7] | | |

| Intercompany receivable | | | [removed: 466.2] [added: 886.7] | | | | | | [removed: 387.2] [added: 466.2] | | |

| Net federal deferred income taxes | | | [removed: 64.3] [added: 65.6] | | | | | | [removed: 65.1] [added: 64.3] | | |

| Other assets | | | [removed: 150.6] [added: 165.4] | | | | | | [removed: 207.3] [added: 150.6] | | |

| | | | December 31, 2023 | | | | | | | | | | | | | | |

| Public utilities | | | 1,378.5 | | | | | | 1,352.3 | | | | | | 1,352.3 | | |

| Public utilities | | | 39.0 | | | | | | 97.5 | | | | | | 97.5 | | |

| Total investments | | | $ | 65,914.9 | | | | | $ | 65,998.6 | | | | | $ | 65,998.6 | |

(millions - except per share amounts)

| | | | 2023 | | | | | | 2022 | | |

2 See *Note 7 – Subsequent Event* in these condensed financial statements.

Note 7.

Subsequent Event — Pursuant to authorization from our Board of Directors, we redeemed all of the outstanding Serial Preferred Shares, Series B, at the stated amount of $1,000 per share, for an aggregate payout of $507.8 million, including accrued and unpaid dividends to, but excluding, February 22, 2024, which is the redemption date.

| Personal Lines | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 46,213.3 | | | | | | | | | | | $ | 35,972.4 | | | | | $ | 3,169.1 | | | | | $ | 4,928.6 | | | | | $ | 48,581.0 | |

| Commercial Lines | | | | | | | | | | | | | | | | | | | | | | | | | | | 9,898.7 | | | | | | | | | | | | 7,899.7 | | | | | | 1,004.7 | | | | | | 1,020.8 | | | | | | 10,138.3 | | |

| Property | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,551.4 | | | | | | | | | | | | 1,776.3 | | | | | | 491.0 | | | | | | 281.4 | | | | | | 2,830.6 | | |

| Other indemnity | | | | | | | | | | | | | | | | | | | | | | | | | | | 1.0 | | | | | | | | | | | | 6.2 | | | | | | 0.3 | | | | | | 10.7 | | | | | | 0.3 | | |

| Total | | | $ | 1,687.4 | | | | | $ | 34,389.2 | | | | | $ | 20,133.7 | | | | | $ | 0 | | | | | $ | 58,664.4 | | | | | $ | 1,865.6 | | | | | $ | 45,654.6 | | | | | $ | 4,665.1 | | | | | $ | 6,241.5 | | | | | $ | 61,550.2 | |

| December 31, 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

February 26, 2024

\- 41 -

\- 32 -

(millions)

| | | | December 31, 2022 | | | | | | | | | | | | | | |

| Public utilities | | | 907.1 | | | | | | 837.7 | | | | | | 837.7 | | |

| Public utilities | | | 49.6 | | | | | | 123.9 | | | | | | 123.9 | | |

| Total investments | | | $ | 55,316.0 | | | | | $ | 53,548.3 | | | | | $ | 53,548.3 | |

| Acquisition of additional shares of ARX Holding Corp. | | | 0 | | | | | | 0 | | | | | | (233.2) | | |

Our condensed statement of cash flows for the year ended December 31, 2021, was revised to properly reflect the change in income taxes as a decrease to cash from operating activities rather than an increase as it was reported last year.

At December 31, 2021, we had net taxes recoverable, compared to net taxes payable at December 31, 2020.

Since income taxes recoverable/payable are components of “other assets” and “accounts payable, accrued expenses, and other liabilities,” respectively, in the condensed balance sheets, this revision had no impact on net cash provided by operating activities for the year ended December 31, 2021.

| Loan to ARX converted to capital contribution | | | 0 | | | | | | 0 | | | | | | 225.0 | | |

| (millions) | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |

| Personal Lines3 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 32,620.1 | | | | | | | | | | | $ | 20,611.7 | | | | | $ | 2,437.3 | | | | | $ | 5,762.0 | | | | | $ | 33,342.6 | |

| Commercial Lines | | | | | | | | | | | | | | | | | | | | | | | | | | | 4,875.8 | | | | | | | | | | | | 3,146.0 | | | | | | 525.7 | | | | | | 647.5 | | | | | | 5,315.3 | | |

| Property | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,765.7 | | | | | | | | | | | | 1,364.1 | | | | | | 310.2 | | | | | | 237.9 | | | | | | 1,910.8 | | |

| Other indemnity | | | | | | | | | | | | | | | | | | | | | | | | | | | 0 | | | | | | | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | |

| Total | | | $ | 1,237.2 | | | | | $ | 20,265.8 | | | | | $ | 13,437.5 | | | | | $ | 0 | | | | | $ | 39,261.6 | | | | | $ | 916.6 | | | | | $ | 25,121.8 | | | | | $ | 3,273.2 | | | | | $ | 6,647.4 | | | | | $ | 40,568.7 | |

3 Other operating expenses includes $1,077.4 million of policyholder credits issued to personal auto customers.

| December 31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

February 27, 2023

| February [removed: 27, 2023] [added: 26, 2024] | | | By: | | | /s/ Susan Patricia Griffith | | |

| /s/ Susan Patricia Griffith | | | | | | Director, President and Chief Executive Officer | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| /s/ John P. Sauerland | | | | | | Vice President and Chief Financial Officer | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| /s/ Mariann Wojtkun Marshall | | | | | | Vice President and Chief Accounting Officer | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Chairperson of the Board | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

| * | | | | | | Director | | | | | | February [removed: 27, 2023] [added: 26, 2024] | | |

[removed: Mascaro,] [added: Stringer,] by signing his name hereto, does sign this document on behalf of the persons indicated above pursuant to powers of attorney duly executed by such person.

| EXHIBIT INDEX | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | |]

| Exhibit No. Under Reg. S-K, Item 601 | | | | | | Form 10-K Exhibit No. | | | | | | Description of Exhibit | | | | | | If Incorporated by Reference, Documents with Which Exhibit was Previously Filed with SEC | | | [removed: | | | | | |]

| 4 | | | | | | 4.1 | | | | | | [Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of [removed: 1934](http://www.sec.gov/Archives/edgar/data/80661/000008066120000006/pgr-20191231exhibit423.htm)] [added: 1934](https://www.sec.gov/Archives/edgar/data/80661/000008066124000007/pgr-20231231exhibit41.htm)] | | | | | | [removed: Annual Report on Form 10-K (filed on March 2, 2020; Exhibit 4.23 therein)] [added: Filed herewith] | | | | | | | | |

| 4 | | | | | | [removed: 4.3] [added: 4.13] | | | | | | [Form of 6 5/8% Senior Notes due 2029, issued in the aggregate principal amount of $300,000,000 under the 1993 Senior Indenture, as amended and supplemented](http://www.sec.gov/Archives/edgar/data/80661/000008066115000010/exhibit42123114.htm) | | | | | | Annual Report on Form 10-K (filed on March 2, 2015; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.4] [added: 4.14] | | | | | | [Form of 6.25% Senior Notes due 2032, issued in the aggregate principal amount of $400,000,000 under the 1993 Senior Indenture, as amended and supplemented](http://www.sec.gov/Archives/edgar/data/80661/000008066118000011/pgr-20171231exhibit43.htm) | | | | | | Annual Report on Form 10-K (filed on February 27, 2018; Exhibit 4.3 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.5] [added: 4.15] | | | | | | [Form of 4.35% Senior Notes due 2044, issued in the aggregate principal amount of $350,000,000 under the 1993 Senior Indenture, as amended and supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312514158412/d718210dex42.htm) | | | | | | Current Report on Form 8-K (filed on April 25, 2014; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.6] [added: 4.16] | | | | | | [Form of 3.70% Senior Notes due 2045, issued in the aggregate principal amount of $400,000,000 under the 1993 Senior Indenture, as amended and supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312515019662/d857752dex42.htm) | | | | | | Current Report on Form 8-K (filed on January 26, 2015; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.7] [added: 4.17] | | | | | | [Form of 2.45% Senior Notes due 2027, issued in the aggregate principal amount of $500,000,000 under the 1993 Senior Indenture, as amended and supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312516690763/d242079dex42.htm) | | | | | | Current Report on Form 8-K (filed on August 25, 2016; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.8] [added: 4.18] | | | | | | [Form 4.125% Senior Note Due 2047, issued in the aggregate principal amount of $850,000,000 under the 1993 Senior Indenture, as amended and supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312517112622/d364940dex42.htm) | | | | | | Current Report on Form 8-K (filed on April 6, 2017; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.9] [added: 4.19] | | | | | | [Form 4.20% Senior Note Due 2048, issued in the aggregate principal amount of $600,000,000 under the 1993 Senior Indenture, as amended and supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312518082018/d548274dex42.htm) | | | | | | Current Report on Form 8-K (filed on March 14, 2018; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.10] [added: 4.25] | | | | | | [Form 4.00% Senior Note Due 2029, issued in the aggregate principal amount of $550,000,000](http://www.sec.gov/Archives/edgar/data/80661/000119312518305213/d640282dex42.htm) | | | | | | Current Report on Form 8-K (filed on October 23, 2018; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.11] [added: 4.20] | | | | | | [Indenture dated as of September 12, 2018 between The Progressive Corporation and U.S. Bank National Association, Trustee (including table of contents and cross-reference sheet)](http://www.sec.gov/Archives/edgar/data/80661/000119312518272235/d618946dex42.htm) | | | | | | Registration Statement No. 333-227315 (filed on September 13, 2018; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.12] [added: 4.21] | | | | | | [First Supplemental Indenture dated October 23, 2018 between The Progressive Corporation and U.S. Bank [removed: Nationa](https://www.sec.gov/Archives/edgar/data/80661/000119312518305213/d640282dex41.htm)[l](https://www.sec.gov/Archives/edgar/data/80661/000119312518305213/d640282dex41.htm) [](https://www.sec.gov/Archives/edgar/data/80661/000119312518305213/d640282dex41.htm)[Association,] [added: National Association,] as trustee](https://www.sec.gov/Archives/edgar/data/80661/000119312518305213/d640282dex41.htm) | | | | | | Current Report on Form 8-K (filed on October 23, 2018; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.13] [added: 4.22] | | | | | | [Second Supplemental Indenture dated March 26, 2020 between The Progressive Corporation and U.S. Bank National Association, as trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312520086113/d905811dex41.htm) | | | | | | Current Report on Form 8-K (filed on March 26, 2020; Exhibit 4.1 therein) | | | | | | | | |

| EXHIBIT INDEX | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | |]

| Exhibit No. Under Reg. S-K, Item 601 | | | | | | Form 10-K Exhibit No. | | | | | | Description of Exhibit | | | | | | If Incorporated by Reference, Documents with Which Exhibit was Previously Filed with SEC | | | [removed: | | | | | |]

| 4 | | | | | | [removed: 4.14] [added: 4.23] | | | | | | [Third Supplemental Indenture between The Progressive Corporation and U.S. Bank Trust Company, National Association, as trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex41.htm) | | | | | | Current Report on Form 8-K (filed [added: on] March 9, 2022; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.15] [added: 4.26] | | | | | | [Form of 3.20% Senior Note due 2030, issued in the aggregate principal amount of $500,000,000](http://www.sec.gov/Archives/edgar/data/80661/000119312520086113/d905811dex42.htm) | | | | | | Current Report on Form 8-K (filed on March 26, 2020; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.16] [added: 4.27] | | | | | | [Form of 3.95% Senior Note due 2050, issued in the aggregate principal amount of $500,000,000](http://www.sec.gov/Archives/edgar/data/80661/000119312520086113/d905811dex43.htm) | | | | | | Current Report on Form 8-K (filed on March 26, 2020; Exhibit 4.3 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.17] [added: 4.28] | | | | | | [Form of 2.50% Senior Note due 2027](http://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex42.htm) | | | | | | Current Report on Form 8-K (filed [added: on] March 9, 2022; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.18] [added: 4.29] | | | | | | [Form of 3.00% Senior Note due 2032](http://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex43.htm) | | | | | | Current Report on Form 8-K (filed [added: on] March 9, 2022; Exhibit 4.3 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.19] [added: 4.30] | | | | | | [Form of 3.70% Senior Note due 2052](http://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex44.htm) | | | | | | Current Report on Form 8-K (filed [added: on] March 9, 2022; Exhibit 4.4 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.20] [added: 4.3] | | | | | | [Indenture dated as of September 15, 1993 between The Progressive Corporation and State Street Bank and Trust Company (successor in interest to The First National Bank of Boston), as Trustee (“1993 Senior Indenture”) (including table of contents and cross-reference sheet)](http://www.sec.gov/Archives/edgar/data/80661/0000950152-98-002806.txt) | | | | | | Registration Statement No. 333-48935 (filed on March 31, 1998; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.21] [added: 4.4] | | | | | | [First Supplemental Indenture dated March 15, 1996 to the 1993 Senior Indenture between The Progressive Corporation and State Street Bank and Trust Company](http://www.sec.gov/Archives/edgar/data/80661/0000950152-96-001025.txt) | | | | | | Registration Statement No. 333-01745 (filed on March 15, 1996; Exhibit 4.2 therein) | | | | | | | | |

| Danelle M. Barrett | | | | | | | | | | | | | | |

* David M.

| By: | | | /s/ David M. Stringer | | | | | | | | | February 26, 2024 | | |

| | | | David M. Stringer | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 4 | | | | | | 4.24 | | | | | | [Fourth Supplemental Indenture between The Progressive Corporation and U.S. Bank Trust Company, National Association, as trustee](https://www.sec.gov/Archives/edgar/data/80661/000119312523153743/d404889dex41.htm) | | | | | | Current Report on Form 8-K (filed on May 25, 2023; Exhibit 4.1 therein) | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 4 | | | | | | 4.31 | | | | | | [Form of 4.95% Senior Note due 2033](https://www.sec.gov/Archives/edgar/data/80661/000119312523153743/d404889dex42.htm) | | | | | | Current Report on Form 8-K (filed on May 25, 2023; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | 4.35 | | | | | | [Amendment to Discretionary Line Documents - Discretionary Line of Credit from PNC Bank, National Association to](https://www.sec.gov/Archives/edgar/data/80661/000008066123000023/pgr-2023331exhibit41.htm) [T](https://www.sec.gov/Archives/edgar/data/80661/000008066123000023/pgr-2023331exhibit41.htm)[he Progressive Corporation (2023 Amendment)](https://www.sec.gov/Archives/edgar/data/80661/000008066123000023/pgr-2023331exhibit41.htm) | | | | | | Quarterly Report on Form 10-Q (filed on May 2, 2023; Exhibit 4.1 therein) | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 10(iii) | | | | | | 10.14 | | | | | | [Chief Executive Officer Amendment No. 1 to Certain Restricted Stock Unit Award Agreements](https://www.sec.gov/Archives/edgar/data/80661/000008066124000007/pgr-20231231exhibit1014.htm) | | | | | | Filed herewith | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

\- 51 -

\- 41 -

| Jan E. Tighe | | | | | | | | | | | | | | |

* Daniel P.

| By: | | | /s/ Daniel P. Mascaro | | | | | | | | | February 27, 2023 | | |

| | | | Daniel P. Mascaro | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 10(iii) | | | | | | 10.49 | | | | | | [First Amendment to The Progressive Corporation Executive Separation Allowance Plan (2021 Amendment and Restatement)](http://www.sec.gov/Archives/edgar/data/80661/000008066121000044/pgr-2021630exhibit103.htm) | | | | | | Quarterly Report on Form 10-Q (filed on August 3, 2021; Exhibit 10.3 therein) | | | | | | | | |

| 10(iii) | | | | | | 10.50 | | | | | | [Second Amendment to The Progressive Corporation Executive Separation Allowance Plan (2021 Amendment and Restatement)](http://www.sec.gov/Archives/edgar/data/80661/000008066122000058/pgr-2022331exhibit105.htm) | | | | | | Quarterly Report on Form 10-Q (filed on May 2, 2022; Exhibit 10.5 therein) | | | | | | | | |