0000080661-17-000012 Sample Contracts

RESTRICTED STOCK UNIT AWARD AGREEMENT (<Year of Grant> Time-Based Award)
Restricted Stock Unit Award Agreement • March 1st, 2017 • Progressive Corp/Oh/ • Fire, marine & casualty insurance

This Agreement (“Agreement”) is made this <Grant Date> by and between <Participant Name> (“Participant”) and The Progressive Corporation (the “Company”).

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RESTRICTED STOCK UNIT AWARD AGREEMENT (<Year of Grant> Performance-Based Award)
Restricted Stock Unit Award Agreement • March 1st, 2017 • Progressive Corp/Oh/ • Fire, marine & casualty insurance

This Agreement (“Agreement”) is made this <Grant Date> by and between< Participant Name> (“Participant”) and The Progressive Corporation (the “Company”).

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SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • March 1st, 2017 • Progressive Corp/Oh/ • Fire, marine & casualty insurance

This Second Supplemental Indenture, dated as of September 2, 2011 (the “Second Supplemental Indenture”), between The Progressive Corporation, an Ohio corporation (the “Issuer”) and The Bank of New York Mellon Trust Company, N.A. (fka The Bank of New York Trust Company, N.A.), a national banking association, as trustee (the “Trustee”).

Sample 1
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