--- schema_version: "secwatch.filing_event.v1" accession: "0000080661-24-000022" form_type: "8-K" ticker: "PGR" cik: "0000080661" company_name: "PROGRESSIVE CORP/OH/" filed_at: "2024-05-14T23:59:59+00:00" generated_at: "2026-06-02T01:32:57.344769+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.4 calibrated_materiality_score: 0.4 confidence: "high" source: SEC EDGAR --- # Progressive renews share repurchase authorization for 25M shares; declares $0.10 quarterly dividend ## Summary - Board renewed authorization to repurchase up to 25 million common shares; no expiration date mentioned. - Quarterly dividend of $0.10 per share declared, payable July 12, 2024, record date July 3, 2024. - At annual meeting, shareholders elected all 12 director nominees and approved the 2024 Equity Incentive Plan. - Advisory vote on executive compensation received ~95% support; shareholder DEI proposal rejected overwhelmingly. ## SEC filing metadata - accession: 0000080661-24-000022 - form_type: 8-K - ticker: PGR - cik: 0000080661 - company_name: PROGRESSIVE CORP/OH/ - filed_at: 2024-05-14T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.4 - calibrated_materiality_score: 0.4 - confidence: high - sec_items: 5.02, 5.07, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/80661/000008066124000022/0000080661-24-000022-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/80661/000008066124000022/pgr-20240510.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000080661-24-000022 - JSON: https://secwatch.observer/filing/0000080661-24-000022.json - Plain text: https://secwatch.observer/filing/0000080661-24-000022.txt ## Key facts - Shareholder Votes PROGRESSIVE CORP/OH/ shareholders approved Advisory vote approving the Company's executive compensation program at the 2024-05-10 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2024-05-10 source text: Proposal Three - Cast an advisory vote approving the Company's executive compensation program. This proposal received 462,732,451 affirmative votes and 25,627,253 negative votes. There were 605,223 abstentions and 31,617,559 broker non-votes with respect to this proposal. evidence_url: https://www.sec.gov/Archives/edgar/data/80661/000008066124000022/0000080661-24-000022-index.htm - Shareholder Votes PROGRESSIVE CORP/OH/ shareholders rejected Shareholder proposal regarding a report on the Company's diversity, equity, and inclusion efforts at the 2024-05-10 meeting. - Outcome: failed - Meeting: 2024-05-10 source text: Proposal Five - Did not approve the shareholder proposal regarding a report on the Company's diversity, equity, and inclusion efforts. This proposal received 6,688,626 affirmative votes and 480,287,526 negative votes. There were 1,988,775 abstentions and 31,617,559 broker non-votes with respect to this proposal. evidence_url: https://www.sec.gov/Archives/edgar/data/80661/000008066124000022/0000080661-24-000022-index.htm - Shareholder Votes PROGRESSIVE CORP/OH/ shareholders approved Ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2024 at the 2024-05-10 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2024-05-10 source text: Proposal Four - Ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2024. This proposal received 483,123,324 affirmative votes and 32,259,997 negative votes. There were 5,199,165 abstentions and no broker non-votes with respect to this proposal. evidence_url: https://www.sec.gov/Archives/edgar/data/80661/000008066124000022/0000080661-24-000022-index.htm - Shareholder Votes PROGRESSIVE CORP/OH/ shareholders approved Approved the 2024 Plan at the 2024-05-10 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2024-05-10 source text: Proposal Two - Approved the 2024 Plan. This proposal received 477,218,719 affirmative votes and 11,352,948 negative votes. There were 393,260 abstentions and 31,617,559 broker non-votes with respect to this proposal. evidence_url: https://www.sec.gov/Archives/edgar/data/80661/000008066124000022/0000080661-24-000022-index.htm - Shareholder Votes PROGRESSIVE CORP/OH/ shareholders approved Election of twelve directors named below at the 2024-05-10 meeting. - Proposal: director election - Outcome: passed - Meeting: 2024-05-10 source text: Proposal One - Shareholders elected each of the twelve directors named below. The votes cast with respect to each director were as follows: Director Term Expires For Against Abstain Broker Non-Votes Danelle M. Barrett 2025 488,110,087 570,018 284,822 31,617,559 Philip Bleser 2025 478,956,530 9,718,507 289,890 31,617,559 Stuart B. Burgdoerfer 2025 468,782,789 19,871,594 310,544 31,617,559 Pamela J. Craig 2025 485,302,078 3,382,329 280,520 31,617,559 Charles A. Davis 2025 472,426,223 16,246,869 291,835 31,617,559 Roger N. Farah 2025 460,795,244 27,858,187 311,496 31,617,559 Lawton W. Fitt 2025 435,616,170 53,035,090 313,667 31,617,559 Susan Patricia Griffith 2025 482,426,770 6,290,722 247,435 31,617,559 Devin C. Johnson 2025 488,037,831 629,567 297,529 31,617,559 Jeffrey D. Kelly 2025 474,960,992 13,699,882 304,053 31,617,559 Barbara R. Snyder 2025 482,936,564 5,742,120 286,243 31,617,559 Kahina Van Dyke 2025 487,995,282 676,489 293,156 31,617,559 evidence_url: https://www.sec.gov/Archives/edgar/data/80661/000008066124000022/0000080661-24-000022-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.