Progressive (PGR) 10-K risk factor changes: FY2024 vs FY2023

- Insurance Risks - risks associated with assuming, or indemnifying for, the losses or liabilities incurred by [removed: policyholders][added: policyholders,]

- Operating Risks - risks stemming from external or internal events or circumstances that [removed: directly or indirectly] may affect our insurance operations [added: directly or indirectly,]

- Market Risks - risks that may cause changes in the value of assets held in our investment [removed: portfolios][added: portfolios,]

[removed: It also should be noted that our] [added: Our] business and that of other insurers may be adversely affected by a downturn in general economic conditions and other forces beyond our control.

Issues such as unemployment rates, the number of vehicles sold, technological advances, home ownership trends, inflation or deflation, [added: tariffs,] consumer confidence, and construction spending, among [removed: a host of] [added: many] other factors, will have a bearing on the amount of insurance that is purchased by consumers and small businesses and the costs that we incur.

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

- unexpected changes in the medical sector of the economy, including medical costs and systemic changes resulting from national or state [removed: health care] [added: healthcare] laws or regulations

- unanticipated changes in auto repair costs, auto parts prices, used car prices, [removed: or] construction [removed: requirements or] [added: requirements,] labor and materials costs, [removed: or] [added: and] the imposition and impacts of tariffs

We are seeing [removed: new] [added: various] insurance regulations, [removed: various] legislative and regulatory challenges, political initiatives, and other societal pressures that seek to limit or prohibit the use of specific rating factors in insurance policy [removed: pricing] [added: pricing,] such as credit, education, and occupation.

- unexpected changes in medical costs, auto repair costs, or the costs of construction labor and [removed: materials, and the imposition and impacts of tariffs][added: materials]

- labor shortages, which can impact loss expenses directly through higher labor costs, and indirectly through delays in services [removed: and] [added: or] through lower quality, as companies hire less experienced [removed: workers,] [added: workers] to perform services

- the accuracy of the modeling tools that we use, which rely on the assumption that past loss development patterns will persist into the future [added: and vary in the rate at which they incorporate changes in data]

Our insurance operating results have been and [removed: will] likely [added: will] continue to be materially adversely affected by severe weather [removed: or] [added: and] other catastrophe events, and climate change may be exacerbating these events and their impacts.

Our insurance operating results have periodically been, and in the future [removed: will] likely [added: will] 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, [removed: cyber-attacks,] [added: cyberattacks,] epidemics, [removed: pandemics,] [added: pandemics] or other widespread health risks, riots, and hazardous material releases.

The frequency, severity, duration, [removed: and] geographic [removed: location] [added: location,] and scope of such events are inherently unpredictable.

Catastrophe losses have in the past, and may in the future, adversely affect the profitability of our [removed: Property segment] [added: property business] more than they affect the profitability of our other businesses.

In addition, our [removed: Property] [added: property] business has a concentration of policies in force in states with significant exposure to hurricanes and hailstorms and its results have in the past been impacted by catastrophe events in these states to a greater relative degree than [added: some] other insurers.

Therefore, our forecasting efforts may generate projections [added: and loss estimates] that prove to be materially inaccurate.

Our success will depend on our ability to continue to accurately predict our reinsurance needs, obtain sufficient reinsurance coverage for our [removed: Property] [added: property] and other businesses at reasonable cost, and collect under our reinsurance [removed: contracts.][added: arrangements.]

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

[removed: That underwriting capacity can be influenced by] several factors, including industry losses, changes in legal and regulatory guidelines, [added: and] the occurrence of significant reinsured events, such as weather-related catastrophes, among other things.

The shut-down, disruption, 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 [removed: work-from-home] [added: hybrid work] environment, for any reason, could significantly impair our ability to perform critical business functions on a timely basis.

Catastrophe events that affect one of our larger office locations, a significant technology/data center, critical communications facilities, or one or more of our key vendors, may heighten this [removed: risk.][added: risk and any adverse effect.]

All of these systems are subject to [removed: “cyber-attacks”] [added: “cyberattacks”] by third parties with substantial computing resources and capabilities, which are becoming more frequent and more sophisticated, and to unauthorized or illegitimate actions by employees, consultants, agents, and other persons with legitimate access to our systems.

- [added: improperly use,] steal, [added: sell,] corrupt, or destroy [removed: data,] [added: data or information,] including our intellectual property, financial data, or the personal information of our customers, employees, or other individuals

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

Third-party risks may include, among other factors, the vendor’s lax security measures, data location uncertainty, and the possibility of data [added: and information] storage in inappropriate jurisdictions where laws or security measures may be inadequate.

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

In addition, we seek to protect the security and confidentiality of [added: data and] information provided to our vendors under cloud computing or other arrangements through appropriate risk evaluation, security and financial due diligence, contracts designed to require high security and confidentiality standards, and review of third-party compliance with the required standards.

These are inherently challenging [removed: judgements] [added: judgements,] and we can provide no assurance that processes and technological defenses that we implement will be effective.

Our business could be significantly damaged by a security breach, data loss or corruption, or [removed: cyber-attack.][added: cyberattack.]

Therefore, the occurrence of a security breach, data loss or corruption, or [removed: cyber-attack,] [added: cyberattack,] if sufficiently severe, could have a material adverse effect on our business results, prospects, and liquidity.

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

We undertake distinctive advertising and marketing campaigns and other efforts to maintain and improve [added: our] brand recognition, enhance perceptions of us, generate new business, and increase the retention of our current customers.

We believe that maintaining and improving the effectiveness of our advertising and marketing campaigns relative to those of our competitors is particularly important [removed: given] [added: in light of] the significance of brand and reputation in the [removed: marketplace and] [added: marketplace, including] the continuing [removed: high level of] [added: extensive] advertising and marketing efforts and related expenditures within the insurance market.

Our brand and reputation also could be adversely affected by situations that reflect negatively on us, whether due to our business practices, adverse financial developments, perceptions of our corporate [removed: governance or] [added: governance, perceptions of our purpose-driven brand,] how we address employee matters and [removed: concerns or environmental or social] [added: concerns, our approach to environmental, social, sustainability and corporate] responsibility [removed: initiatives,] [added: matters,] investments in our portfolio, the conduct of our officers, directors, or employees, 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, social, and governance (ESG) standards, and sustainability and corporate responsibility [removed: efforts.][added: efforts, programs, and initiatives.]

Any such negative impact or event 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 [removed: businesses.][added: businesses, among other things.]

Innovations must be implemented in compliance with applicable insurance [added: and other] regulations and may require extensive modifications to our systems and processes and extensive coordination with and reliance on the systems of third parties.

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 [removed: businesses, and the speed of some of these developments have increased, and may continue to increase.][added: businesses.]

- the imposition and impacts of tariffs

- the outcome of lawsuits against us or our competitors, including unanticipatedly high jury verdicts or punitive damage awards

That underwriting capacity can be influenced by

This approach has increased, and may continue to increase, the risk of loss, corruption, or unauthorized access to or inappropriate disclosure of our data or information or the confidential information of our customers and employees, or other cyberattacks.

Accordingly, we have made significant investments in our brand over many years.

The speed of some of these developments has increased and likely will continue to increase.

Additionally, our Commercial Lines business may be adversely affected by a loss of or reduction in geographic coverage from one or more customers, including transportation network company customers.

Nearly half of all departments of insurance have adopted the NAIC AI model bulletin.

Other states have adopted or are considering alternatives, including comprehensive AI legislation or reminders that existing state laws pertain to AI activities, including laws regarding unfair claims and trade practices.

liquidity available to, one or more issuers of those securities or, in the case of asset-backed securities, due to the deterioration of the loans or other assets that underlie the securities.

In such an event, unless and until additional sources of capital are secured, we may be limited in

\- 27 -

securities.

\- 28 -

\- 13 -

\- 14 -

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

Alaska recently adopted the NAIC model bulletin and, while the model bulletin is only effective as adopted by each specific state, we expect these guidelines to be adopted by at least some additional states.

In addition, regulators have recently requested information from insurers on their use of algorithms and AI.

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.

capital position.

In

We currently report earnings and other operating results on a monthly basis.

We undertook a multi-year financial enterprise resource planning effort to modernize certain of our financial systems and processes.

In conjunction with this effort, in the fourth quarter of 2023, we converted our monthly accounting closing calendar to align with the Gregorian calendar (e.g., January-31 days, February-28/29 days, March-31 days).

We do not expect that these changes will have a material impact on our reported quarterly and annual results, but they may impact year-over-year comparisons of monthly results from October 2023 through September 2024.

As a result, during this period, we will modify and limit the content, and potentially the timing, of public disclosures of our monthly results relative to our historical practice, which could cause additional volatility in our stock price.

Depending on how

\- 31 -

\- 29 -

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

[removed: The] [added: Our Chief Executive Officer (CEO) assesses performance and makes key operating decisions for our insurance, investment, and service operations and is supported by the following] management team that oversees the business and corporate functions that support all areas of our [removed: organization consists of the following:][added: organization.]

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

| •Chief Financial Officer | | | [removed: | | |] •Personal Lines President | | |

| •Chief [removed: Human Resources] [added: Investment] Officer | | | [removed: | | |] •Commercial Lines President | | |

| •Chief [removed: Information] [added: Human Resources] Officer | | | [removed: | | |] •Claims President | | |

| •Chief Legal Officer | | | | | | [removed: •Customer Relationship | | |]

| •Chief Marketing Officer | | | | | | [removed: Management President | | |]

| •Chief Strategy Officer | | | | | | [removed: | | |]

[removed: This] [added: Our personal vehicle] business generally offers more than one program in a single state, with each program targeted to a specific distribution channel, market, or customer group.

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

The Personal Lines [removed: business] [added: segment] accounted for [removed: 79%] [added: 85%] of our total net premiums written in [removed: 2023, 77%] [added: 2024, 84%] in [removed: 2022,] [added: 2023,] and [removed: 78%] [added: 82%] in [removed: 2021.][added: 2022.]

- Personal auto insurance represented [removed: approximately 94%] [added: 95%] of our total [removed: Personal Lines] [added: personal vehicle] net premiums written in [removed: 2023, 2022,] [added: 2024,] and [removed: 2021.][added: 94% in both 2023 and 2022.]

We ranked second in market share in the U.S. private passenger auto insurance market, based on [removed: 2022] [added: 2023] premiums written, and we believe we continue to hold that position for [removed: 2023.][added: 2024.]

There are approximately [removed: 250] [added: 240] competitors in this market.

Progressive and the other leading 15 private passenger auto insurers, each of which writes over $2.5 billion of premiums annually, comprise [removed: 84%] [added: about 85%] of this market.

- Special lines [removed: products, which include insurance for motorcycles, ATVs, RVs, watercraft, snowmobiles, and similar items,] [added: products] represented the remaining [removed: Personal Lines] [added: personal vehicle] net premiums written for the years mentioned above.

- The [removed: Agency] [added: agency personal vehicle] business includes business written by our network of more than 40,000 independent insurance agencies located throughout the [removed: United States,] [added: U.S.,] including brokerages in New York and California.

The [removed: Agency] [added: agency personal vehicle] business also writes insurance through strategic alliance business relationships with other insurance companies, financial institutions, and national agencies.

The total [added: personal vehicle] net premiums written through the [removed: Agency] [added: agency] channel represented [removed: 46%] [added: 45%] of our [removed: Personal Lines] [added: total personal vehicle] volume in [removed: 2023, 47%] [added: 2024, 46%] in [removed: 2022,] [added: 2023,] and [removed: 48%] [added: 47%] in [removed: 2021.][added: 2022.]

- The [removed: Direct] [added: direct vehicle] business includes business written directly by us [removed: on the Internet, through the Progressive mobile app,] [added: online] and over the phone.

The total net premiums written by the [removed: Direct] [added: direct vehicle] business represented [removed: 54%] [added: 55%] of our [removed: Personal Lines] [added: total personal vehicle] volume in [removed: 2023, 53%] [added: 2024, 54%] in [removed: 2022,] [added: 2023,] and [removed: 52%] [added: 53%] in [removed: 2021.][added: 2022.]

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

We seek to refine our [removed: personal auto] [added: product] segmentation, underwriting models, and pricing over time, and we regularly elevate new product models.

Such new product models generally introduce new risk variables intended to improve [removed: its] [added: the] accuracy of matching rate to risk, increase our competitiveness, [removed: or] [added: and/or] make our products more attractive to specific market segments, among other enhancements.

We continue to provide [added: personal auto] customers in both the [removed: Agency] [added: agency] and [removed: Direct] [added: direct] channels the opportunity to improve their auto insurance rates based on their personal driving behavior through Snapshot®, our usage-based insurance (UBI) program.

Our updated [added: personal] auto product models, discussed [removed: above,] [added: below,] often also include Snapshot enhancements intended to improve its accuracy and competitiveness and broaden its applicability.

Through this strategy, we seek to leverage our [removed: Property] [added: personal auto business with that of our personal property] business, as well as insurance and non-insurance products offered by unaffiliated third parties, to provide our customers access to a range of products addressing their diverse [removed: needs and, if] [added: needs, with] the [removed: customer chooses,] [added: option] to “bundle” certain of the products together.

- In our [removed: Agency] [added: agency distribution] channel, we offer customers the opportunity to bundle our [added: personal] auto, special lines, and [removed: Property] [added: personal property] offerings.

This program combines our [added: personal] auto and [removed: Property] [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.

As of December 31, [removed: 2023,] [added: 2024,] we had nearly [removed: 7,500] [added: 7,100] Platinum agents.

Portfolio is available for all agents appointed to write new business where we offer [removed: Property] [added: personal property] products.

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

We offer these bundles by providing a single destination to which consumers may come for both their [added: personal] auto and property insurance needs.

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

- [added: Our direct personal property business is written by us over the phone and through] HomeQuote Explorer® [removed: (HQX) is] [added: (HQX),] our multi-carrier, direct-to-consumers online [added: personal] property offering.

[removed: Through] [added: In addition to being able to quote and purchase our personal property products on] HQX, consumers are able to quickly and easily [removed: quote and] compare homeowners insurance online from Progressive and other [removed: carriers, with the HQX online buy button available in almost every state.][added: carriers.]

The Commercial Lines [added: operating] segment writes auto-related liability and physical damage insurance, business-related general liability and [added: commercial] property insurance predominately for small businesses, and workers’ compensation insurance primarily for the transportation industry.

The Commercial Lines business accounted for [removed: 16%] [added: 15%] of our total net premiums written in [removed: 2023, 18%] [added: 2024, 16%] in [removed: 2022,] [added: 2023,] and [removed: 17%] [added: 18%] in [removed: 2021.][added: 2022.]

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

Our insurance subsidiaries write personal and commercial auto insurance, personal residential property insurance, and insurance for motorcycles, watercraft, and other recreational vehicles.

| | | | | | |

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

| •Chief Information Officer | | | •Customer Relationship Management President | | |

Our Personal Lines operating segment writes insurance for personal autos and special lines products (e.g., recreational vehicles, such as motorcycles, RVs, and watercraft), collectively referred to as our personal vehicle business, and, beginning in the fourth quarter 2024, personal residential property insurance for homeowners and renters.

As of December 31, 2024, our personal vehicle products represented 95% of our total Personal Lines net premiums written, and 94% at the end of both 2023 and 2022.

Our personal property business represented 5% of our total Personal Lines net premiums written in 2024, and 6% in both 2023 and 2022, with about 95% of the total personal property net premiums written attributable to the homeowners and renters products.

Agency Distribution Channel

The total personal property net premiums written through the agency channel represented 74% of our total personal property volume in 2024, 77% in 2023, and 75% in 2022.

Direct Distribution Channel

The HQX online buy button is available in almost every state.

The total net premiums written by the direct personal property business represented 26% of our total personal property volume in 2024, 23% in 2023, and 25% in 2022.

In January 2024, we started rolling out our latest personal auto product offering, model 8.9, which contains new and expanded usage of external data and new coverage features.

With the 8.9 model, we first introduced Progressive vehicle protection, a new car mechanical breakdown coverage that a customer can add to their Progressive personal auto insurance, for eligible vehicles, to help manage the cost of unforeseen vehicle repairs.

As of December 31, 2024, 17 states, that represented about 40% of both companywide personal auto premiums and total personal auto policies in force, are on model 8.9 and, overall, we are seeing favorable conversion results with preferred business showing the most promising elasticities.

Our 9.0 model is currently in execution planning, and we expect the first state to elevate in mid-2025.

Design work on the 9.1 model is underway and being finalized.

During the fourth quarter 2024, we elevated our newest special lines product model (R17) in its first state, which continues to expand segmentation and acceptability.

We will continue to roll out this product model during 2025.

We continued to advance our personal property product segmentation, pricing, and risk selection capabilities in 2024.

Through the end of the year, we had 20 states elevated to our next generation product model, which represented just over 55% of our personal property net premiums written.

Key features of our next generation product models (5.0 and higher) include expanded peril rating and the introduction of new rating variables.

We continue to refine our model design and deployment processes to increase quality and speed to market.

During 2024, we rolled out new product models across our core commercial auto and our Fleet & Specialty medium fleet products.

Our latest deployed core commercial auto product model was in 14 states at December 31, 2024, which represented about 50% of our core commercial auto net premiums written.

We also completed development of our next product model that we began to roll out in early 2025.

Our Fleet & Specialty new medium fleet model was in 46 states at the end of 2024.

Our new BOP product model was in 24 states that represented approximately 75% of our trailing 12-month countrywide BOP premiums as of the end of 2024.

During 2024, no losses were ceded under the occurrence XOL program that is currently in place or the occurrence XOL that was in place from June 1, 2023 through May 31, 2024.

In support of our annual occurrence XOL program, with a risk period effective June 1, 2025 through May 31, 2026, we issued all perils per occurrence catastrophe bonds in the amount of $275 million, which replaced the catastrophe bonds that mature prior to that risk period, including $200 million in named storm bonds that matured on December 23, 2024 and $135 million that are scheduled to mature on March 16, 2025.

No losses were ceded under this aggregate XOL agreement during 2024.

In January 2025, we entered into a new aggregate XOL for claims occurring in 2025.

As part of the excess of loss program for 2025, we also entered into a severe convective storm modeled loss aggregate cover.

A severe convective storm is a type of thunderstorm characterized by strong winds, heavy rain, large hail, thunder, lightning, and sometimes tornadoes.

This modeled loss cover uses a third-party model to simulate weather patterns across the U.S. to generate loss estimates.

The layers for the aggregate XOL programs active in 2024 and 2025 provided coverage, as follows:

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

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

| Policy for claims occurring in the year ended December 31, | | | 2025 | | | | | | | | | | | | 2024 | | | | | |

| Retention | | | $665 | | | $450 to $475 | | | $525 | | | | | | $450 to $475 | | | $525 | | |

| | | | | | | | | |

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

| •Chief Investment Officer | | | | | | •Property General Manager | | |

Our Personal Lines segment writes insurance for personal autos and recreational vehicles, which we refer to as our special lines products.

The Personal Lines segment consists of personal auto and special lines products.

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

Progressive ranked number one in the U.S. commercial auto insurance market based on 2022 premiums written.

Property

Our Property business accounted for 5% of our total net premiums written in 2023, 2022, and 2021.

As discussed above, our Property business is an important component of our Destination Era strategy.

In addition, we participated in the Florida Reinsurance to Assist Policyholders Program (RAP) for 2023.

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.

Each layer in the 2023 aggregate excess of loss program was 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 was subject to a coverage limit ranging from $95 million to $98 million.

The layers provide coverage, as follows:

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

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.

For our TNC product, the amounts ceded vary by state.

A portion of the quota-share reinsurance contract is written through reinsurers that are owned by the TNC company.

As of December 31, 2023, we had about 1,100 claim employees to handle our Property claims; we currently plan to continue to increase our internal claims staff in 2024.

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

In addition, as of

Outside of our investment portfolio, but reported in impairment losses in the consolidated statements of comprehensive income, were $9.0 million, $8.6 million, and $5.0 million of other-than-temporary impairment losses resulting from tax credit investments during 2023, 2022, and 2021, respectively.

Prior to the expiration of our Commercial Automobile Insurance Procedures/Plans (CAIP) service contract in August 2022, we acted as a servicing carrier, on a nationwide basis, for the CAIP plans, which are state-supervised plans servicing the involuntary market in nearly all states.

The expiration of our participation as a CAIP service provider did not materially affect our financial condition, results of operations, or cash flows.

*Demographic Data*

We publish employee and manager demographic information on our diversity and inclusion website and update this data on an annual basis.

- As of December 31, 2023, we had about 61,400 employees of whom 60% were women and 41% were people of color, while women comprised 51% and people of color comprised 39% of the U.S. workforce (based on data obtained from the U.S. Census Bureau’s Current Population Survey, November 2023).

- During 2023, we hired more than 14,600 new employees of whom 67% were women and 56% were people of color, representing about 1.7% of the total applicants for a job at Progressive.

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

As of December 31, 2023, women represented 49% of all managers and people of color were 26% of all managers.

- As of December 31, 2023, we had about 1,100 senior leaders of whom 40% were women and 18% were people of color.

Moreover, our professional development program, “Career Central,” encourages employees to take control of their career through team-building exercises, coaching techniques, and communication strategies.

swath of skills and competencies.

Therefore, we seek to be diverse in our employee demographics, experiences, and perspectives.

Our commitment to diversity starts at the top with our highly skilled and diverse Board of Directors.

For the fiscal year ended December 31, [removed: 2023][added: 2024]

The aggregate market value of the voting common shares held by non-affiliates of the registrant at June 30, [removed: 2023: $76,906,833,454][added: 2024: $120,872,430,194]

The number of the registrant’s Common Shares, $1.00 par value, outstanding as of January 31, [removed: 2024: 585,677,464][added: 2025: 586,207,679]

Portions of the registrant’s Proxy Statement for the Annual Meeting of Shareholders to be held on May [removed: 10, 2024,] [added: 9, 2025,] and the Annual Report to Shareholders of The Progressive Corporation and subsidiaries for the year ended December 31, [removed: 2023,] [added: 2024,] included as Exhibit 13 to this Form 10-K, are incorporated by reference in Parts I, II, III, and IV hereof.

| 300 North Commons Blvd., | | | Mayfield Village, | | | Ohio | | | | | | 44143 | | |

| 6300 Wilson Mills Road, | | | Mayfield Village, | | | Ohio | | | | | | 44143 | | |

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 [added: and information] 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.

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

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

[removed: Our] [added: Assuming the role in 2012, our] CSO has served in this capacity at Progressive for more than [removed: 11 years] [added: a decade] and, prior to joining [removed: us,] [added: us in 2010,] had over 10 years of cybersecurity experience in the banking [removed: industry.][added: industry in security and risk management leadership roles, primarily focused on cybersecurity and banking compliance, with additional experience in the areas of anti-money laundering and financial fraud.]

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

Cybersecurity risks [removed: rapidly] evolve [added: rapidly] and are complex, so we must continually adapt and enhance our processes and defenses.

[removed: *See Item] [added: See *Item] 1A, Risk Factors – III.

In addition, we engage third parties to test the vulnerability of our cybersecurity infrastructure on a regular basis and we have a third-party assessment performed annually.

\- 29 -

\- 27 -

[added: At December 31, 2024, we owned 52 buildings located throughout the U.S.] About half of these buildings are claims offices.

Our owned facilities, which contain approximately [removed: 4.5] [added: 3.9] million square feet of space, are generally not segregated by segment.

[added: We lease approximately 1.8 million square feet of space throughout the U.S.] These leases are generally short-term to medium-term leases of commercial space.

At December 31, 2023, we owned 65 buildings located throughout the United States.

We lease approximately 2.1 million square feet of space throughout the United States.

\- 30 -

\- 28 -

[removed: Progressive’s] [added: The Progressive Corporation’s] Common Shares, $1.00 par value, are traded on the New York Stock Exchange (NYSE) under the symbol PGR.

We had [removed: 1,675] [added: 1,614] shareholders of record on January 31, [removed: 2024.][added: 2025.]

| [removed: 2023] [added: 2024] 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: 2023,] [added: 2024,] the Board of Directors approved an authorization for the [removed: Company] [added: company] to repurchase up to 25 million of its common shares.

During the fourth quarter [removed: 2023,] [added: 2024,] all repurchases were accomplished in conjunction with our equity incentive awards [removed: or through the open market] at the then-current market [removed: prices.][added: prices; there were no open market purchases during the quarter.]

See *Note 9 – Employee Benefit [removed: Plans*,] [added: Plans*] *“Incentive Compensation [removed: Plans”*] [added: Plans - Employees”* and *“Incentive Compensation Plans - Directors”*] in our Annual Report, for a summary of our restricted equity grants.

| October | | | 195 | | | | | | $ | 253.66 | | | | | 423,931 | | | | | | 24,576,069 | | |

| November | | | 51 | | | | | | 244.21 | | | | | | 423,982 | | | | | | 24,576,018 | | |

| December | | | 79 | | | | | | 266.98 | | | | | | 424,061 | | | | | | 24,575,939 | | |

| Total | | | 325 | | | | | | $ | 255.41 | | | | | | | | | | | | | |

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

[removed: Bailo, our Commercial Lines President,] [added: During the fourth quarter 2024, certain executive officers] entered into [removed: a] Rule 10b5-1 trading [removed: arrangement] [added: arrangements] that [removed: is] [added: are] intended to satisfy the affirmative defense of Rule 10b5-1(c).

[removed: Ms. Bailo’s plan will expire on November 29, 2024, subject] [added: 1 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 [removed: 10-K.][added: 10-K and in our online shareholders’ report located on our investor relations website at: investors.progressive.com/financials.]

(b) Insider Trading Arrangements

The executive officers’ plans provide for the sale of all of the shares issued upon vesting for certain outstanding equity awards previously granted to the applicable executive officer, excluding any shares withheld by the company to satisfy tax withholding obligations (see our Proxy Statement, as defined below, for a description of the company’s equity compensation plans).

Below are the details of each applicable Rule 10b5-1 trading arrangement:

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

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

| Name | | | Title | | | Date Entered | | | Date Expires1 | | |

| Officers | | | | | | | | | | | |

| Jonathan S. Bauer | | | Chief Investment Officer | | | November 18, 2024 | | | September 2, 2025 | | |

| Patrick K. Callahan | | | Personal Lines President | | | November 18, 2024 | | | October 1, 2025 | | |

Additional Information

On November 21, 2023, Karen B.

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.

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.

\- 32 -

\- 30 -

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: 10, 2024] [added: 9, 2025] (the Proxy Statement).

| Susan Patricia Griffith | | | | | | [removed: 59] [added: 60] | | | | | | President and Chief Executive Officer | | |

| John P. Sauerland | | | | | | [removed: 59] [added: 60] | | | | | | Vice President and Chief Financial Officer | | |

| Karen B. Bailo | | | | | | [removed: 56] [added: 57] | | | | | | Commercial Lines President since October 2020; Commercial Lines Acquisition and Small Business General Manager [removed: from January 2020 to September 2020; Commercial Lines Controller] prior to [removed: January] [added: October] 2020 | | |

| Jonathan S. Bauer | | | | | | [removed: 46] [added: 47] | | | | | | Chief Investment Officer [removed: since January 2020; Portfolio Manager prior to January 2020] | | |

| Steven A. Broz | | | | | | [removed: 53] [added: 54] | | | | | | Chief Information Officer | | |

| Patrick K. Callahan | | | | | | [removed: 53] [added: 54] | | | | | | Personal Lines President | | |

| William L. Clawson II | | | | | | [removed: 54] [added: 55] | | | | | | Chief Human Resources Officer since December 2021; Compensation and Benefits Business Leader [removed: from November 2019 to December 2021; Product Manager] prior to [removed: November 2019] [added: December 2021] | | |

| Remi Kent | | | | | | [removed: 48] [added: 49] | | | | | | 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) [removed: from January 2020 to October 2021; Global Business Director for Post-It® and Scotch® Brands of 3M Company] prior to [removed: January 2020] [added: November 2021] | | |

| Mariann Wojtkun Marshall | | | | | | [removed: 61] [added: 62] | | | | | | Vice [removed: President and] [added: President,] Chief Accounting [removed: Officer since March 2019; Director of Financial Reporting *–* GAAP prior to March 2019;] [added: Officer, and] Assistant Secretary | | |

| John Murphy | | | | | | [removed: 54] [added: 55] | | | | | | Claims President since December 2021; Customer Relationship Management President prior to December 2021 | | |

| Lori Niederst | | | | | | [removed: 50] [added: 51] | | | | | | Customer Relationship Management President since December 2021; Chief Human Resources Officer prior to December 2021 | | |

| David M. Stringer | | | | | | [removed: 49] [added: 50] | | | | | | Vice President, Secretary, and Chief Legal Officer since January 2024; Deputy General Counsel, Litigation and Employment, prior to January 2024 | | |

| Andrew J. Quigg | | | | | | [removed: 44] [added: 45] | | | | | | Chief Strategy Officer | | |

Any delinquent filings (if applicable) are incorporated by reference from the “Security Ownership of Certain Beneficial Owners and Management - Delinquent Section 16(a) Reports” section of [removed: the] [added: our] Proxy Statement.

*Shareholder-Proposed Candidate Procedures.* There were no material changes during [removed: 2023] [added: 2024] to Progressive’s procedures by which a shareholder can recommend a director candidate.

The description of those procedures is incorporated by reference from the “Other Matters - Procedures for Recommendations and Nominations of Directors and Shareholder Proposals - To Recommend a Candidate for our Board of Directors” section of [removed: the] [added: our] Proxy Statement.

*Audit Committee.* Incorporated by reference from the “Other Board of Directors Information - Board Committees - Audit Committee” section of [removed: the] [added: our] Proxy Statement.

*Financial Expert.* Incorporated by reference from the “Other Board of Directors Information - Board Committees - Audit Committee” section of [removed: the] [added: our] Proxy Statement.

*Insider Trading Policies and Procedures.* Progressive has adopted insider trading policies and procedures, which are included as Exhibit 19 to this Form 10-K and discussion of which is incorporated by reference from the “Other Matters - Insider Trading Policies and Procedures” section of our Proxy Statement.

\- 33 -

\- 31 -

Incorporated by reference from the sections of [removed: the] [added: our] Proxy Statement entitled “Compensation Discussion and Analysis,” “Executive Compensation,” “Director Compensation,” “Other Board of Directors Information - Compensation Committee Interlocks and Insider Participation,” “Compensation Committee Report,” and “Compensation Programs and Risk Management.”

Information regarding ownership of Common Shares by certain beneficial owners and management is incorporated by reference from the section of [removed: the] [added: our] Proxy Statement entitled “Security Ownership of Certain Beneficial Owners and Management.”

The following information is set forth with respect to our equity compensation plans at December 31, [removed: 2023.][added: 2024.]

| Amended and Restated 2017 Directors Equity Incentive Plan | | | | | | [removed: 25,075] [added: 14,649] | | | | | | NA | | | | | | [removed: 392,436] [added: 376,883] | | | 4 | | |

[removed: Performance-based] [added: Reflects the target value of 447,477 and 342 units of outstanding performance-based] restricted stock unit awards, including dividend equivalents, [removed: of 557,119 units are included] under [removed: the] [added: our] 2015 [added: and 2024] Equity Incentive [removed: Plan at their target value.][added: Plans, respectively.]

[removed: Maximum] [added: The maximum] potential payout for [removed: the performance] [added: these] awards [removed: outstanding] [added: was 1,105,178 and 855 units] under the 2015 [added: and 2024] Equity Incentive [removed: Plan was 1,370,877.][added: Plans, respectively.]

4 Reflects [removed: Progressive’s] [added: our] Amended and Restated 2017 Directors Equity Incentive Plan that was approved by shareholders in 2022 and increased the [added: originally] authorized shares by [removed: 150,000 under this plan.][added: 150,000.]

| 2024 Equity Incentive Plan | | | | | | 21,822 | | | 2 | | | NA | | | | | | 10,162,765 | | | 3 | | |

| 2015 Equity Incentive Plan | | | | | | 2,483,840 | | | 2 | | | NA | | | | | | 380,365 | | | 3 | | |

| Total | | | | | | 2,520,311 | | | | | | NA | | | | | | 10,920,013 | | | | | |

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

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

Incorporated by reference from the section of [removed: the] [added: our] Proxy Statement entitled “Other Board of Directors Information - [removed: Board of Directors Independence Determinations,”] [added: Transactions with Related Persons”] and “Other Board of Directors Information - [removed: Transactions with Related Persons.”][added: Board of Directors Independence Determinations.”]

Incorporated by reference from the section of [removed: the] [added: our] Proxy Statement entitled “Other Independent Registered Public Accounting Firm Information.”

\- 34 -

\- 32 -

- Consolidated Statements of Comprehensive Income - For the Years Ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021][added: 2022]

- Consolidated Balance Sheets - December 31, [removed: 2023] [added: 2024] and [removed: 2022][added: 2023]

- Consolidated Statements of Changes in Shareholders’ Equity - For the Years Ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021][added: 2022]

- Consolidated Statements of Cash Flows - For the Years Ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021][added: 2022]

See exhibit index contained herein beginning at page [removed: 45,] [added: 47,] 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: 10.50.][added: 10.48.]

| United States Government and government agencies and authorities | | | $ | [removed: 37,823.2] [added: 47,103] | | | | | $ | [removed: 36,869.4] [added: 45,988] | | | | | $ | [removed: 36,869.4] [added: 45,988] | |

| States, municipalities, and political subdivisions | | | [removed: 2,338.4] [added: 2,893] | | | | | | [removed: 2,202.8] [added: 2,778] | | | | | | [removed: 2,202.8] [added: 2,778] | | |

| Foreign government obligations | | | [removed: 17.3] [added: 16] | | | | | | [removed: 16.3] [added: 16] | | | | | | [removed: 16.3] [added: 16] | | |

| Public utilities | | | [removed: 1,378.5] [added: 38] | | | | | | [removed: 1,352.3] [added: 121] | | | | | | [removed: 1,352.3] [added: 121] | | |

| Corporate and other debt securities | | | [removed: 10,067.5] [added: 12,679] | | | | | | [removed: 9,831.4] [added: 12,542] | | | | | | [removed: 9,831.4] [added: 12,542] | | |

| Asset-backed securities | | | [removed: 10,629.3] [added: 13,003] | | | | | | [removed: 9,932.3] [added: 12,596] | | | | | | [removed: 9,932.3] [added: 12,596] | | |

| Total fixed maturities | | | [removed: 62,441.9] [added: 77,126] | | | | | | [removed: 60,378.2] [added: 75,332] | | | | | | [removed: 60,378.2] [added: 75,332] | | |

| Banks, trusts, and insurance companies | | | [removed: 130.8] [added: 143] | | | | | | [removed: 480.0] [added: 579] | | | | | | [removed: 480.0] [added: 579] | | |

| Industrial, miscellaneous, and all other | | | [removed: 536.2] [added: 564] | | | | | | [removed: 2,350.9] [added: 2,875] | | | | | | [removed: 2,350.9] [added: 2,875] | | |

| Nonredeemable preferred stocks | | | [removed: 977.1] [added: 756] | | | | | | [removed: 902.1] [added: 728] | | | | | | [removed: 902.1] [added: 728] | | |

| Total equity securities | | | [removed: 1,683.1] [added: 1,501] | | | | | | [removed: 3,830.5] [added: 4,303] | | | | | | [removed: 3,830.5] [added: 4,303] | | |

| Short-term investments | | | [removed: 1,789.9] [added: 615] | | | | | | [removed: 1,789.9] [added: 615] | | | | | | [removed: 1,789.9] [added: 615] | | |

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: 2023.][added: 2024.]

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Undistributed income from subsidiaries | | | [removed: 3,572.3] [added: 4,947] | | | | | | [removed: 325.0] [added: 3,572] | | | | | | [removed: 674.9] [added: 325] | | |

| Equity in net income of subsidiaries | | | [removed: 3,971.3] [added: 8,614] | | | | | | [removed: 865.5] [added: 3,971] | | | | | | [removed: 3,521.9] [added: 866] | | |

| Deferred compensation1 | | | [removed: 20.4] [added: 54] | | | | | | [removed: 25.3] [added: 20] | | | | | | [removed: 8.8] [added: 25] | | |

| Other operating costs and expenses | | | [removed: 7.6] [added: 8] | | | | | | [removed: 6.8] [added: 8] | | | | | | [removed: 6.8] [added: 7] | | |

| Benefit for income taxes | | | [removed: 24.8] [added: 59] | | | | | | [removed: 41.4] [added: 25] | | | | | | [removed: 60.1] [added: 42] | | |

| Other comprehensive income (loss) | | | [removed: 1,186.3] [added: 193] | | | | | | [removed: (2,842.7)] [added: 1,186] | | | | | | [removed: (891.0)] [added: (2,843)] | | |

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Investment in affiliate | | | $ | [removed: 5.0] [added: 5] | | | | | $ | [removed: 5.0] [added: 5] | |

| Receivable from investment subsidiary | | | [removed: 3,791.4] [added: 5,812] | | | | | | [removed: 4,098.7] [added: 3,791] | | |

| Net federal deferred income taxes | | | [removed: 65.6] [added: 82] | | | | | | [removed: 64.3] [added: 66] | | |

| Accounts payable, accrued expenses, and other liabilities | | | [removed: $] [added: 26] | [removed: 1,158.3] | | | | | [removed: $] [added: 12] | [removed: 417.3] | | [added: | | | (22) | | |]

| Serial Preferred Shares, Series B, no par value (cumulative, liquidation preference of $1,000 per share) (authorized, issued, and outstanding [removed: 0.5)2] [added: 0 and 0.5)] | | | [removed: 493.9] [added: 0] | | | | | | [removed: 493.9] [added: 494] | | |

| Common shares, $1.00 par value (authorized [removed: 900.0;] [added: 900;] issued [removed: 797.6,] [added: 798,] including treasury shares of [removed: 212.3] [added: 212] and [removed: 212.7)] [added: 213)] | | | [removed: 585.3] [added: 586] | | | | | | [removed: 584.9] [added: 585] | | |

| Total accumulated other comprehensive income (loss) | | | [removed: (1,615.7)] [added: (1,423)] | | | | | | [removed: (2,802.0)] [added: (1,616)] | | |

| Total shareholders’ equity | | | [removed: 20,277.1] [added: 25,591] | | | | | | [removed: 15,891.0] [added: 20,277] | | |

| Total liabilities and shareholders’ equity | | | $ | [removed: 28,324.0] [added: 35,566] | | | | | $ | [removed: 22,696.6] [added: 28,324] | |

1 Consists [added: solely] of long-term debt.

See *Note 4 – Debt* in [removed: our] [added: the] Annual Report for further discussion.

| Undistributed income from subsidiaries | | | [removed: (3,572.3)] [added: (4,947)] | | | | | | [removed: (325.0)] [added: (3,572)] | | | | | | [removed: (674.9)] [added: (325)] | | |

| Amortization of equity-based compensation | | | [removed: 3.3] [added: 4] | | | | | | [removed: 3.2] [added: 3] | | | | | | [removed: 3.1] [added: 3] | | |

| | | | December 31, 2024 | | | | | | | | | | | | | | |

| Public utilities | | | 1,432 | | | | | | 1,412 | | | | | | 1,412 | | |

| Total investments | | | $ | 79,242 | | | | | $ | 80,250 | | | | | $ | 80,250 | |

| Dividends from subsidiaries | | | $ | 3,667 | | | | | $ | 399 | | | | | $ | 541 | |

| Intercompany investment income | | | 149 | | | | | | 205 | | | | | | 92 | | |

| Total revenues | | | 8,763 | | | | | | 4,176 | | | | | | 958 | | |

| Interest expense | | | 280 | | | | | | 270 | | | | | | 246 | | |

| Total expenses | | | 342 | | | | | | 298 | | | | | | 278 | | |

| Income before income taxes | | | 8,421 | | | | | | 3,878 | | | | | | 680 | | |

| Net income | | | 8,480 | | | | | | 3,903 | | | | | | 722 | | |

| Comprehensive income (loss) | | | $ | 8,673 | | | | | $ | 5,089 | | | | | $ | (2,121) | |

| | | | 2024 | | | | | | 2023 | | |

| Investment in subsidiaries | | | 28,850 | | | | | | 23,410 | | |

| Intercompany receivable | | | 641 | | | | | | 887 | | |

| Other assets | | | 176 | | | | | | 165 | | |

| Total assets | | | $ | 35,566 | | | | | $ | 28,324 | |

| Dividends payable on common shares | | | $ | 2,695 | | | | | $ | 498 | |

| Debt1 | | | 6,893 | | | | | | 6,889 | | |

| Total liabilities | | | 9,975 | | | | | | 8,047 | | |

| Paid-in capital | | | 2,145 | | | | | | 2,013 | | |

| Retained earnings | | | 24,283 | | | | | | 18,801 | | |

| Net income | | | $ | 8,480 | | | | | $ | 3,903 | | | | | $ | 722 | |

| Intercompany receivable | | | 246 | | | | | | (421) | | | | | | (79) | | |

| Income taxes | | | (318) | | | | | | 301 | | | | | | 29 | | |

| Redemption of preferred shares | | | (500) | | | | | | 0 | | | | | | 0 | | |

At December 31, 2024, 2023, and 2022, $6.2 billion, $4.2 billion, and $4.4 billion, respectively, of marketable securities were available in this subsidiary; a portion of these securities were used to pay the $2.7 billion common share dividends accrued at December 31, 2024.

| Preferred share dividends and redemption1 | | | 3 | | | | | | 0 | | | | | | 13 | | |

1 Includes declared but unpaid dividends and unpaid excise taxes on redemption.

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

| (millions) | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| Income taxes1 | | | $ | 2,540 | | | | | $ | 800 | | | | | $ | 705 | |

| Interest | | | 276 | | | | | | 265 | | | | | | 229 | | |

1 The increase in income taxes paid in 2024 was primarily driven by higher profitability, compared to the prior years.

Accrued dividends are recorded as dividends payable on common shares on our condensed balance sheets; the prior year common share dividend accrual was reclassified into this line item from accounts payable, accrued expenses, and other liabilities to conform to the current year presentation.

| Personal Lines3 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 60,091 | | | | | | | | | | | $ | 41,443 | | | | | $ | 4,360 | | | | | $ | 8,341 | | | | | $ | 63,470 | |

| Commercial Lines | | | | | | | | | | | | | | | | | | | | | | | | | | | 10,707 | | | | | | | | | | | | 7,610 | | | | | | 1,023 | | | | | | 1,109 | | | | | | 10,953 | | |

| Other indemnity | | | | | | | | | | | | | | | | | | | | | | | | | | | 1 | | | | | | | | | | | | 7 | | | | | | 0 | | | | | | 12 | | | | | | 1 | | |

| Total | | | $ | 1,961 | | | | | $ | 39,057 | | | | | $ | 23,858 | | | | | $ | 0 | | | | | $ | 70,799 | | | | | $ | 2,803 | | | | | $ | 49,060 | | | | | $ | 5,383 | | | | | $ | 9,462 | | | | | $ | 74,424 | |

| Personal Lines3 | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 48,765 | | | | | | | | | | | $ | 37,749 | | | | | $ | 3,660 | | | | | $ | 5,211 | | | | | $ | 51,412 | |

| Commercial Lines | | | | | | | | | | | | | | | | | | | | | | | | | | | 9,899 | | | | | | | | | | | | 7,900 | | | | | | 1,005 | | | | | | 1,020 | | | | | | 10,138 | | |

\- 33 -

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

| Redeemable preferred stocks | | | 187.7 | | | | | | 173.7 | | | | | | 173.7 | | |

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

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

\- 34 -

| Dividends from subsidiaries | | | $ | 399.0 | | | | | $ | 540.5 | | | | | $ | 2,847.0 | |

| Intercompany investment income | | | 204.3 | | | | | | 92.7 | | | | | | 4.5 | | |

| Total revenues | | | 4,175.6 | | | | | | 958.2 | | | | | | 3,526.4 | | |

| Interest expense | | | 270.0 | | | | | | 246.0 | | | | | | 220.0 | | |

| Total expenses | | | 298.0 | | | | | | 278.1 | | | | | | 235.6 | | |

| Income before income taxes | | | 3,877.6 | | | | | | 680.1 | | | | | | 3,290.8 | | |

| Net income | | | 3,902.4 | | | | | | 721.5 | | | | | | 3,350.9 | | |

| Comprehensive income (loss) | | | $ | 5,088.7 | | | | | $ | (2,121.2) | | | | | $ | 2,459.9 | |

| Investment in subsidiaries | | | 23,409.9 | | | | | | 17,911.8 | | |

| Intercompany receivable | | | 886.7 | | | | | | 466.2 | | |

| Other assets | | | 165.4 | | | | | | 150.6 | | |

| Total assets | | | $ | 28,324.0 | | | | | $ | 22,696.6 | |

| Debt1 | | | 6,888.6 | | | | | | 6,388.3 | | |

| Total liabilities | | | 8,046.9 | | | | | | 6,805.6 | | |

| Serial Preferred Shares (authorized 20.0) | | | | | | | | | | | |

| Paid-in capital | | | 2,013.1 | | | | | | 1,893.0 | | |

| Retained earnings | | | 18,800.5 | | | | | | 15,721.2 | | |

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

| Net income | | | $ | 3,902.4 | | | | | $ | 721.5 | | | | | $ | 3,350.9 | |

| Intercompany receivable | | | (420.5) | | | | | | (79.0) | | | | | | 86.6 | | |

| Income taxes | | | 301.2 | | | | | | 28.9 | | | | | | (154.8) | | |

| Acquisition of Protective Insurance Corporation | | | 0 | | | | | | 0 | | | | | | (337.5) | | |

| Payments of debt | | | 0 | | | | | | 0 | | | | | | (500.0) | | |

| Preferred share dividends1 | | | 0 | | | | | | 13.4 | | | | | | 13.4 | | |

1 Declared but unpaid.

| Income taxes | | | $ | 800.0 | | | | | $ | 705.0 | | | | | $ | 815.0 | |

| Interest | | | 264.9 | | | | | | 228.9 | | | | | | 223.9 | | |

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 | |

| [removed: February 26, 2024] [added: March 3, 2025] | | | By: | | | /s/ Susan Patricia Griffith | | |

| /s/ Susan Patricia Griffith | | | | | | Director, President and Chief Executive Officer | | | | | | [removed: February 26, 2024] [added: March 3, 2025] | | |

| /s/ John P. Sauerland | | | | | | Vice President and Chief Financial Officer | | | | | | [removed: February 26, 2024] [added: March 3, 2025] | | |

| /s/ Mariann Wojtkun Marshall | | | | | | Vice President and Chief Accounting Officer | | | | | | [removed: February 26, 2024] [added: March 3, 2025] | | |

| * | | | | | | Chairperson of the Board | | | | | | [removed: February 26, 2024] [added: March 3, 2025] | | |

| 3(i) | | | | | | 3.1 | | | | | | [Amended Articles of Incorporation of The Progressive Corporation (as amended March 13, [removed: 2018)](http://www.sec.gov/Archives/edgar/data/80661/000008066119000023/pgr-2019331exhibit3ame.htm)] [added: 2018)](https://www.sec.gov/Archives/edgar/data/80661/000008066119000023/pgr-2019331exhibit3ame.htm)] | | | | | | Quarterly Report on Form 10-Q (filed on May 1, 2019; Exhibit 3.1 therein) | | | | | | | | |

| 3(ii) | | | | | | 3.2 | | | | | | [Code of Regulations of The Progressive Corporation (as amended [removed: May 7, 2021)](http://www.sec.gov/Archives/edgar/data/80661/000008066121000044/pgr-2021630exhibit31.htm)] [added: October 11, 2024)](https://www.sec.gov/Archives/edgar/data/80661/000008066124000045/pgr-2024930exhibit31.htm)] | | | | | | Quarterly Report on Form 10-Q (filed on [removed: August 3, 2021;] [added: November 4, 2024;] Exhibit 3.1 therein) | | | | | | | | |

| 4 | | | | | | 4.1 | | | | | | [Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934](https://www.sec.gov/Archives/edgar/data/80661/000008066124000007/pgr-20231231exhibit41.htm) | | | | | | [removed: Filed herewith] [added: Annual Report on Form 10-K (filed on February 26, 2024; Exhibit 4.1 therein)] | | | | | | | | |

| 4 | | | | | | [removed: 4.3] [added: 4.2] | | | | | | [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 [removed: sheet)](http://www.sec.gov/Archives/edgar/data/80661/0000950152-98-002806.txt)] [added: sheet)](https://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: 4.4] [added: 4.3] | | | | | | [First Supplemental Indenture dated March 15, 1996 to the 1993 Senior Indenture between The Progressive Corporation and State Street Bank and Trust [removed: Company](http://www.sec.gov/Archives/edgar/data/80661/0000950152-96-001025.txt)] [added: Company](https://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) | | | | | | | | |

| 4 | | | | | | [removed: 4.5] [added: 4.4] | | | | | | [Second Supplemental Indenture dated February 26, 1999 to the 1993 Senior Indenture between The Progressive Corporation and State Street Bank and Trust Company, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/80661/000095015202007737/l96611aexv4w3.txt)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/80661/000095015202007737/l96611aexv4w3.txt)] | | | | | | Registration Statement No. 333-100674 (filed on October 22, 2002; Exhibit 4.3 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.6] [added: 4.5] | | | | | | [Fourth Supplemental Indenture dated November 21, 2002 to the 1993 Senior Indenture between The Progressive Corporation and State Street Bank and Trust Company, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/80661/000095015207005148/l26629aexv4w5.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/80661/000095015207005148/l26629aexv4w5.htm)] | | | | | | Registration Statement No. 333-143824 (filed on June 18, 2007; Exhibit 4.5 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.7] [added: 4.6] | | | | | | [Fifth Supplemental Indenture dated June 13, 2007 to the 1993 Senior Indenture between The Progressive Corporation and U.S. Bank National Association, evidencing the designation of U.S. Bank National Association as successor Trustee under the 1993 Senior [removed: Indenture](http://www.sec.gov/Archives/edgar/data/80661/000095015207005148/l26629aexv4w6.htm)] [added: Indenture](https://www.sec.gov/Archives/edgar/data/80661/000095015207005148/l26629aexv4w6.htm)] | | | | | | Registration Statement No. 333-143824 (filed on June 18, 2007; Exhibit 4.6 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.8] [added: 4.7] | | | | | | [Seventh Supplemental Indenture dated April 25, 2014 to the 1993 Senior Indenture between The Progressive Corporation and U.S. Bank National Association, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312514158412/d718210dex41.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/80661/000119312514158412/d718210dex41.htm)] | | | | | | Current Report on Form 8-K (filed on April 25, 2014; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.9] [added: 4.8] | | | | | | [Eighth Supplemental Indenture dated January 26, 2015 to the 1993 Senior Indenture between The Progressive Corporation and U.S. Bank National Association, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312515019662/d857752dex41.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/80661/000119312515019662/d857752dex41.htm)] | | | | | | Current Report on Form 8-K (filed on January 26, 2015; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.10] [added: 4.9] | | | | | | [Ninth Supplemental Indenture dated August 25, 2016 to the 1993 Senior Indenture between The Progressive Corporation and U.S. Bank National Association, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312516690763/d242079dex41.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/80661/000119312516690763/d242079dex41.htm)] | | | | | | Current Report on Form 8-K (filed on August 25, 2016; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.11] [added: 4.10] | | | | | | [Tenth Supplemental Indenture dated April 6, 2017 to the 1993 Senior Indenture between The Progressive Corporation and U.S. Bank National Association, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312517112622/d364940dex41.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/80661/000119312517112622/d364940dex41.htm)] | | | | | | Current Report on Form 8-K (filed on April 6, 2017; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.12] [added: 4.11] | | | | | | [Eleventh Supplemental Indenture dated March 14, 2018 to the 1993 Senior Indenture between The Progressive Corporation and U.S. Bank National Association, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312518082018/d548274dex41.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/80661/000119312518082018/d548274dex41.htm)] | | | | | | Current Report on Form 8-K (filed on March 14, 2018; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.13] [added: 4.12] | | | | | | [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 [removed: supplemented](http://www.sec.gov/Archives/edgar/data/80661/000008066115000010/exhibit42123114.htm)] [added: supplemented](https://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: 4.14] [added: 4.13] | | | | | | [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 [removed: supplemented](http://www.sec.gov/Archives/edgar/data/80661/000008066118000011/pgr-20171231exhibit43.htm)] [added: supplemented](https://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: 4.15] [added: 4.14] | | | | | | [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 [removed: supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312514158412/d718210dex42.htm)] [added: supplemented](https://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: 4.16] [added: 4.15] | | | | | | [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 [removed: supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312515019662/d857752dex42.htm)] [added: supplemented](https://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: 4.17] [added: 4.16] | | | | | | [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 [removed: supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312516690763/d242079dex42.htm)] [added: supplemented](https://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: 4.18] [added: 4.17] | | | | | | [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 [removed: supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312517112622/d364940dex42.htm)] [added: supplemented](https://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: 4.19] [added: 4.18] | | | | | | [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 [removed: supplemented](http://www.sec.gov/Archives/edgar/data/80661/000119312518082018/d548274dex42.htm)] [added: supplemented](https://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: 4.20] [added: 4.19] | | | | | | [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 [removed: sheet)](http://www.sec.gov/Archives/edgar/data/80661/000119312518272235/d618946dex42.htm)] [added: sheet)](https://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: 4.21] [added: 4.20] | | | | | | [First Supplemental Indenture dated October 23, 2018 between The Progressive Corporation and U.S. Bank 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: 4.22] [added: 4.21] | | | | | | [Second Supplemental Indenture dated March 26, 2020 between The Progressive Corporation and U.S. Bank National Association, as [removed: trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312520086113/d905811dex41.htm)] [added: trustee](https://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) | | | | | | | | |

| 4 | | | | | | [removed: 4.23] [added: 4.22] | | | | | | [Third Supplemental Indenture between The Progressive Corporation and U.S. Bank Trust Company, National Association, as [removed: trustee](http://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex41.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex41.htm)] | | | | | | Current Report on Form 8-K (filed on March 9, 2022; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.24] [added: 4.23] | | | | | | [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 | | | | | | [removed: 4.25] [added: 4.24] | | | | | | [Form 4.00% Senior Note Due 2029, issued in the aggregate principal amount of [removed: $550,000,000](http://www.sec.gov/Archives/edgar/data/80661/000119312518305213/d640282dex42.htm)] [added: $550,000,000](https://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: 4.26] [added: 4.25] | | | | | | [Form of 3.20% Senior Note due 2030, issued in the aggregate principal amount of [removed: $500,000,000](http://www.sec.gov/Archives/edgar/data/80661/000119312520086113/d905811dex42.htm)] [added: $500,000,000](https://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: 4.27] [added: 4.26] | | | | | | [Form of 3.95% Senior Note due 2050, issued in the aggregate principal amount of [removed: $500,000,000](http://www.sec.gov/Archives/edgar/data/80661/000119312520086113/d905811dex43.htm)] [added: $500,000,000](https://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: 4.28] [added: 4.27] | | | | | | [Form of 2.50% Senior Note due [removed: 2027](http://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex42.htm)] [added: 2027](https://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex42.htm)] | | | | | | Current Report on Form 8-K (filed on March 9, 2022; Exhibit 4.2 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.29] [added: 4.28] | | | | | | [Form of 3.00% Senior Note due [removed: 2032](http://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex43.htm)] [added: 2032](https://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex43.htm)] | | | | | | Current Report on Form 8-K (filed on March 9, 2022; Exhibit 4.3 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.30] [added: 4.29] | | | | | | [Form of 3.70% Senior Note due [removed: 2052](http://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex44.htm)] [added: 2052](https://www.sec.gov/Archives/edgar/data/80661/000119312522070064/d190092dex44.htm)] | | | | | | Current Report on Form 8-K (filed on March 9, 2022; Exhibit 4.4 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.31] [added: 4.30] | | | | | | [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 | | | | | | [removed: 4.32] [added: 4.31] | | | | | | [Form of Confirmation Letter-Discretionary Line of Credit from PNC Bank, National Association to The Progressive [removed: Corporation](http://www.sec.gov/Archives/edgar/data/80661/000008066119000023/pgr-2019331exhibit41lo.htm)] [added: Corporation](https://www.sec.gov/Archives/edgar/data/80661/000008066119000023/pgr-2019331exhibit41lo.htm)] | | | | | | Quarterly Report on Form 10-Q (filed on May 1, 2019; Exhibit 4.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.33] [added: 4.32] | | | | | | [Amendment to Discretionary Line Documents - Discretionary Line of Credit from PNC Bank, National Association, to The Progressive Corporation (2020 [removed: Amendment)](http://www.sec.gov/Archives/edgar/data/80661/000008066120000032/pgr-2020630exhibit51lo.htm)] [added: Amendment)](https://www.sec.gov/Archives/edgar/data/80661/000008066120000032/pgr-2020630exhibit51lo.htm)] | | | | | | Quarterly Report on Form 10-Q (filed on August 4, 2020; Exhibit 5.1 therein) | | | | | | | | |

| 4 | | | | | | [removed: 4.34] [added: 4.33] | | | | | | [Amendment to Discretionary Line Documents - Discretionary Line of Credit from PNC Bank, National Association, to The Progressive Corporation (2021 [removed: Amendment)](http://www.sec.gov/Archives/edgar/data/80661/000008066121000044/pgr-2021630exhibit41.htm)] [added: Amendment)](https://www.sec.gov/Archives/edgar/data/80661/000008066121000044/pgr-2021630exhibit41.htm)] | | | | | | Quarterly Report on Form 10-Q (filed on August 3, 2021; Exhibit 4.1 therein) | | | | | | | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| * | | | | | | Director | | | | | | March 3, 2025 | | |

| By: | | | /s/ David M. Stringer | | | | | | | | | March 3, 2025 | | |

| 10(iii) | | | | | | 10.48 | | | | | | [2025 Progressive Capital Management Annual Incentive Plan](https://www.sec.gov/Archives/edgar/data/80661/000008066125000007/pgr-20241231exhibit1048.htm) | | | | | | Filed herewith | | | | | | | | |

| 19 | | | | | | 19 | | | | | | [The Progressive Corporation](https://www.sec.gov/Archives/edgar/data/80661/000008066125000007/pgr-12312024exhibit19.htm) [Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/80661/000008066125000007/pgr-12312024exhibit19.htm) | | | | | | Filed herewith | | | | | | | | |

\- 52 -

\- 53 -

\- 42 -

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

| * | | | | | | Director | | | | | | February 26, 2024 | | |

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

\- 43 -

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

| 4 | | | | | | 4.2 | | | | | | [Form of certificate representing Series B Fixed-to-Floating Rate Cumulative Perpetual Serial Preferred Shares](http://www.sec.gov/Archives/edgar/data/80661/000119312518082018/d548274dex43.htm) | | | | | | Current Report on Form 8-K (filed on March 14, 2018; Exhibit 4.3 therein) | | | | | | | | |

| 10(iii) | | | | | | 10.48 | | | | | | [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) | | | | | | 10.49 | | | | | | [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) | | | | | | | | |

| 10(iii) | | | | | | 10.50 | | | | | | [Chief Marketing Officer Offer Letter](http://www.sec.gov/Archives/edgar/data/80661/000008066122000046/pgr-20211231exhibit1049.htm) | | | | | | Annual Report on Form 10-K (filed on February 28, 2022; Exhibit 10.49 therein) | | | | | | | | |