The Progressive Corporation (PGR) Proxy Filing summary

Executive summary

• Achieved 21% growth in net premiums written and 18% growth in policies in force for 2024, with an underwriting profit margin of 11.2% and a return on average common shareholders' equity of 35.5%.

• Declared $4.90 per share in common dividends, repurchased 0.7 million shares, and redeemed all outstanding preferred shares, ending 2024 with $32.5 billion in total capital.

• Maintained a strong culture rooted in core values, with a focus on integrity, diversity, and customer service, and responded effectively to major events such as Hurricane Milton.

Voting matters and shareholder proposals

• Shareholders will vote to elect 11 directors for one-year terms, approve the executive compensation program (say-on-pay), and ratify PricewaterhouseCoopers LLP as the independent auditor for 2025.

• Board recommends voting FOR all director nominees, the executive compensation program, and auditor ratification.

Board of directors and corporate governance

• Board consists of 11 nominees, 91% independent, with 45% women and 18% ethnically diverse members; average tenure is 13 years.

• Board committees include Audit, Compensation and Talent, Investment and Capital, Nominating and Governance, Technology, and Executive Committees.

• Annual board and committee evaluations are conducted, and directors are subject to equity ownership guidelines and a mandatory retirement age of 80.

• Proxy access and majority voting in uncontested elections are available; no poison pill in place.