X0303 4 2010-01-01 0 0000080661 PROGRESSIVE CORP/OH/ PGR 0001198114 JARRETT CHARLES E 6300 WILSON MILLS ROAD MAYFIELD VILLAGE OH 44143 0 1 0 0 Secretary and Chief Legal Officer Common 2010-01-01 4 D 0 16457. 0 D 202577. D Common 4100.458 I 401(k) Plan Deferred Comp Unit 0 2010-01-01 4 A 0 16457. 0 A Common 16457. 93715.363 D The reporting person elected to defer receipt of previously granted restricted common shares upon vesting thereof. This Form 4 reports the disposition of such restricted shares in exchange for an equal number of units under the applicable deferred compensation plan. 1 for 1. Units will not be exercisable prior to distribution and will be distributed in an equivalent number of Common Shares at the time elected by the reporting person, subject to the payment provisions of the plan. Units will be distributed in an equivalent number of Common Shares at the time elected by the reporting person, subject to the payment provisions of the plan. David M. Coffey, by Power of Attorney 2010-01-05