Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1) Listing of Financial Statements

The following consolidated financial statements are included in our Annual Report and are incorporated by reference in Item 8:

• Report of Independent Registered Public Accounting Firm (PCAOB ID: 238)

• Consolidated Statements of Comprehensive Income - For the Years Ended December 31, 2023, 2022, and 2021

• Consolidated Balance Sheets - December 31, 2023 and 2022

• Consolidated Statements of Changes in Shareholders’ Equity - For the Years Ended December 31, 2023, 2022, and 2021

• Consolidated Statements of Cash Flows - For the Years Ended December 31, 2023, 2022, and 2021

• Notes to Consolidated Financial Statements

• Supplemental Information (Unaudited)

(a)(2) Listing of Financial Statement Schedules

The following financial statement schedules, Report of Independent Registered Public Accounting Firm, and Consent of Independent Registered Public Accounting Firm are included in Item 15(c):

• Schedule I - Summary of Investments - Other than Investments in Related Parties

• Schedule II - Condensed Financial Information of Registrant

• Schedule III - Supplementary Insurance Information

• Schedule IV - Reinsurance

• Report of Independent Registered Public Accounting Firm on Financial Statement Schedules

• No other schedules are required to be filed herewith pursuant to Article 7 of Regulation S-X.

(a)(3) Listing of Exhibits

See exhibit index contained herein beginning at page 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 10.50.

(b) Exhibits

The exhibits in response to this portion of Item 15 are submitted concurrently with this report.

(c) Financial Statement Schedules

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SCHEDULE I — SUMMARY OF INVESTMENTS — OTHER THAN INVESTMENTS IN RELATED PARTIES

THE PROGRESSIVE CORPORATION AND SUBSIDIARIES

(millions)

			December 31, 2023
Type of Investment			Cost						Fair Value						Amount At Which Shown In The Balance Sheet
Fixed maturities:
Bonds:
United States Government and government agencies and authorities			$	37,823.2					$	36,869.4					$	36,869.4
States, municipalities, and political subdivisions			2,338.4						2,202.8						2,202.8
Foreign government obligations			17.3						16.3						16.3
Public utilities			1,378.5						1,352.3						1,352.3
Corporate and other debt securities			10,067.5						9,831.4						9,831.4
Asset-backed securities			10,629.3						9,932.3						9,932.3
Redeemable preferred stocks			187.7						173.7						173.7
Total fixed maturities			62,441.9						60,378.2						60,378.2
Equity securities:
Common stocks:
Public utilities			39.0						97.5						97.5
Banks, trusts, and insurance companies			130.8						480.0						480.0
Industrial, miscellaneous, and all other			536.2						2,350.9						2,350.9
Nonredeemable preferred stocks			977.1						902.1						902.1
Total equity securities			1,683.1						3,830.5						3,830.5
Short-term investments			1,789.9						1,789.9						1,789.9
Total investments			$	65,914.9					$	65,998.6					$	65,998.6

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, 2023.

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SCHEDULE II — CONDENSED FINANCIAL INFORMATION OF REGISTRANT

CONDENSED STATEMENTS OF COMPREHENSIVE INCOME

THE PROGRESSIVE CORPORATION (PARENT COMPANY)

(millions)

			Years Ended December 31,
			2023						2022						2021
Revenues
Dividends from subsidiaries			$	399.0					$	540.5					$	2,847.0
Undistributed income from subsidiaries			3,572.3						325.0						674.9
Equity in net income of subsidiaries			3,971.3						865.5						3,521.9
Intercompany investment income			204.3						92.7						4.5
Total revenues			4,175.6						958.2						3,526.4
Expenses
Interest expense			270.0						246.0						220.0
Deferred compensation1			20.4						25.3						8.8
Other operating costs and expenses			7.6						6.8						6.8
Total expenses			298.0						278.1						235.6
Income before income taxes			3,877.6						680.1						3,290.8
Benefit for income taxes			24.8						41.4						60.1
Net income			3,902.4						721.5						3,350.9
Other comprehensive income (loss)			1,186.3						(2,842.7)						(891.0)
Comprehensive income (loss)			$	5,088.7					$	(2,121.2)					$	2,459.9

1 See Note 4 – Employee Benefit Plans in these condensed financial statements.

See notes to condensed financial statements.

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SCHEDULE II — CONDENSED FINANCIAL INFORMATION OF REGISTRANT (Continued)

CONDENSED BALANCE SHEETS

THE PROGRESSIVE CORPORATION (PARENT COMPANY)

(millions - except per share amounts)

			December 31,
			2023						2022
Assets
Investment in affiliate			$	5.0					$	5.0
Investment in subsidiaries			23,409.9						17,911.8
Receivable from investment subsidiary			3,791.4						4,098.7
Intercompany receivable			886.7						466.2
Net federal deferred income taxes			65.6						64.3
Other assets			165.4						150.6
Total assets			$	28,324.0					$	22,696.6
Liabilities and Shareholders’ Equity
Accounts payable, accrued expenses, and other liabilities			$	1,158.3					$	417.3
Debt1			6,888.6						6,388.3
Total liabilities			8,046.9						6,805.6
Serial Preferred Shares (authorized 20.0)
Serial Preferred Shares, Series B, no par value (cumulative, liquidation preference of $1,000 per share) (authorized, issued, and outstanding 0.5)2			493.9						493.9
Common shares, $1.00 par value (authorized 900.0; issued 797.6, including treasury shares of 212.3 and 212.7)			585.3						584.9
Paid-in capital			2,013.1						1,893.0
Retained earnings			18,800.5						15,721.2
Total accumulated other comprehensive income (loss)			(1,615.7)						(2,802.0)
Total shareholders’ equity			20,277.1						15,891.0
Total liabilities and shareholders’ equity			$	28,324.0					$	22,696.6

1 Consists of long-term debt. See Note 4 – Debt in our Annual Report for further discussion.

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

See notes to condensed financial statements.

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SCHEDULE II — CONDENSED FINANCIAL INFORMATION OF REGISTRANT (Continued)

CONDENSED STATEMENTS OF CASH FLOWS

THE PROGRESSIVE CORPORATION (PARENT COMPANY)

(millions)

			Years Ended December 31,
			2023						2022						2021
Cash Flows From Operating Activities:
Net income			$	3,902.4					$	721.5					$	3,350.9
Adjustments to reconcile net income to net cash provided by operating activities:
Undistributed income from subsidiaries			(3,572.3)						(325.0)						(674.9)
Amortization of equity-based compensation			3.3						3.2						3.1
Changes in:
Intercompany receivable			(420.5)						(79.0)						86.6
Accounts payable, accrued expenses, and other liabilities			12.5						(21.5)						23.8
Income taxes			301.2						28.9						(154.8)
Other, net			9.6						60.1						76.8
Net cash provided by operating activities			236.2						388.2						2,711.5
Cash Flows From Investing Activities:
Additional investments in equity securities of consolidated subsidiaries			(621.5)						(797.8)						(397.3)
Received from (paid to) investment subsidiary			307.3						(716.6)						2,519.6
Acquisition of Protective Insurance Corporation			0						0						(337.5)
Net cash provided by (used in) investing activities			(314.2)						(1,514.4)						1,784.8
Cash Flows From Financing Activities:
Dividends paid to common shareholders			(234.0)						(234.0)						(3,746.5)
Dividends paid to preferred shareholders			(43.6)						(26.8)						(26.8)
Acquisition of treasury shares for restricted stock tax liabilities			(95.0)						(76.7)						(67.2)
Acquisition of treasury shares acquired in open market			(45.7)						(22.3)						(155.8)
Net proceeds from debt issuance			496.3						1,486.0						0
Payments of debt			0						0						(500.0)
Net cash provided by (used in) financing activities			78.0						1,126.2						(4,496.3)
Change in cash			0						0						0
Cash - beginning of year			0						0						0
Cash - end of year			$	0					$	0					$	0

See notes to condensed financial statements.

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SCHEDULE II — CONDENSED FINANCIAL INFORMATION OF REGISTRANT (Continued)

NOTES TO CONDENSED FINANCIAL STATEMENTS

The accompanying condensed financial statements of The Progressive Corporation (parent company) should be read in conjunction with the consolidated financial statements and notes thereto in the Annual Report to Shareholders of The Progressive Corporation and its subsidiaries, which is included as Exhibit 13 to this Form 10-K.

Note 1. Statements of Cash Flows — For the purpose of the condensed statements of cash flows, cash includes only bank demand deposits. The Progressive Corporation does not hold any cash but has unrestricted access to funds maintained in a non-insurance investment subsidiary to meet its holding company obligations; at December 31, 2023, 2022, and 2021, $4.2 billion, $4.4 billion, and $4.2 billion, respectively, of marketable securities were available in this subsidiary.

For the years ended December 31, non-cash activity included the following:

(millions)			2023						2022						2021
Common share dividends1			$	497.9					$	58.5					$	58.5
Preferred share dividends1			0						13.4						13.4

1 Declared but unpaid. See Note 14 – Dividends in the Annual Report for further discussion.

For the years ended December 31, The Progressive Corporation paid the following:

(millions)			2023						2022						2021
Income taxes			$	800.0					$	705.0					$	815.0
Interest			264.9						228.9						223.9

Note 2. Income Taxes — The Progressive Corporation files a consolidated federal income tax return with its eligible subsidiaries and acts as an agent for the consolidated tax group when making payments to the Internal Revenue Service. The Progressive Corporation consolidated group’s net income taxes currently payable/recoverable are included in other liabilities/assets, respectively, in the accompanying condensed balance sheets based on the balance at the end of the year. The Progressive Corporation and its eligible subsidiaries have adopted, pursuant to a written agreement, a method of allocating consolidated federal income taxes. Amounts allocated to the eligible subsidiaries under the written agreement are included in intercompany receivable in the accompanying condensed balance sheets.

Note 3. Debt — The information relating to debt is incorporated by reference from Note 4 – Debt in our Annual Report.

Note 4. Employee Benefit Plans — The information relating to incentive compensation and deferred compensation plans is incorporated by reference from Note 9 – Employee Benefit Plans in our Annual Report.

Note 5. Other Comprehensive Income (Loss) — On the condensed statements of comprehensive income, other comprehensive income (loss) represents activity of the subsidiaries of The Progressive Corporation and includes net unrealized gains (losses) on fixed-maturity securities, net unrealized losses on forecasted transactions, and foreign currency translation adjustments.

Note 6. Dividends — The information relating to our dividend policy is incorporated by reference from Note 14 – Dividends in our Annual Report.

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.

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SCHEDULE III — SUPPLEMENTARY INSURANCE INFORMATION

THE PROGRESSIVE CORPORATION AND SUBSIDIARIES

(millions)

Segment			Deferred policy acquisition costs****1						Future policy benefits, losses, claims, and loss expenses****1						Unearned premiums****1						Other policy claims and benefits payable****1						Premium revenue						Net investment income****1,2						Benefits, claims, losses, and settlement expenses						Amortization of deferred policy acquisition costs						Other operating expenses****1						Net premiums written
Year ended December 31, 2023:
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
Year ended December 31, 2022:
Personal Lines																											$	37,880.2											$	29,680.8					$	2,592.1					$	4,668.9					$	39,278.5
Commercial Lines																											9,088.3												6,544.7						913.3						947.7						9,398.8
Property																											2,270.0												1,891.3						411.1						235.3						2,401.7
Other indemnity																											2.7												5.9						0.5						7.7						2.1
Total			$	1,544.4					$	30,359.3					$	17,293.6					$	0					$	49,241.2					$	1,236.0					$	38,122.7					$	3,917.0					$	5,859.6					$	51,081.1
Year ended December 31, 2021:
Personal Lines																											$	35,373.3											$	27,043.1					$	2,614.7					$	4,656.8					$	36,168.8
Commercial Lines																											6,945.2												4,814.5						734.1						742.3						8,015.9
Property																											2,042.5												1,764.6						362.9						253.0						2,216.2
Other indemnity																											7.7												5.4						1.1						2.6						4.3
Total			$	1,355.6					$	26,164.1					$	15,615.8					$	0					$	44,368.7					$	835.4					$	33,627.6					$	3,712.8					$	5,654.7					$	46,405.2

1 Progressive does not allocate assets, liabilities, or investment income to operating segments. Expense allocations are based on certain assumptions and estimates primarily related to revenue and volume; stated segment operating results would change if different methods were applied.

2 Excludes total net realized gains (losses) on securities.

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SCHEDULE IV — REINSURANCE

THE PROGRESSIVE CORPORATION AND SUBSIDIARIES

(millions)

Year Ended:			Gross Amount						Ceded to Other Companies						Assumed From Other Companies						Net Amount						Percentage of Amount Assumed to Net
December 31, 2023
Premiums earned:
Property and liability insurance			$	59,881.1					$	1,216.7					$	0					$	58,664.4					0		%
December 31, 2022
Premiums earned:
Property and liability insurance			$	50,650.2					$	1,409.0					$	0					$	49,241.2					0		%
December 31, 2021
Premiums earned:
Property and liability insurance			$	46,018.6					$	1,649.9					$	0					$	44,368.7					0		%

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Report of Independent Registered Public Accounting Firm on Financial Statement Schedules

To the Board of Directors and Shareholders of The Progressive Corporation

Our audits of the consolidated financial statements referred to in our report dated February 26, 2024 appearing in the 2023 Annual Report to Shareholders of The Progressive Corporation (which report and consolidated financial statements are incorporated by reference in this Annual Report on Form 10-K) also included an audit of the schedule of summary of investments – other than investments in related parties as of December 31, 2023, the schedule of condensed financial information of registrant, which includes the condensed balance sheets as of December 31, 2023 and 2022 and the condensed statements of comprehensive income and of cash flows for each of the three years in the period ended December 31, 2023, and the related notes to the condensed financial statements, the schedule of supplementary insurance information for each of the three years in the period ended December 31, 2023, and the schedule of reinsurance for each of the three years in the period ended December 31, 2023 (collectively “the financial statement schedules”) listed in Item 15(a)(2) of this Form 10-K. In our opinion, these financial statement schedules present fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements.

/s/ PricewaterhouseCoopers LLP

Cleveland, Ohio

February 26, 2024

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