UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 13, 2004
THE PROGRESSIVE CORPORATION
(Exact name of registrant as specified in its charter)| | | | | |
| Ohio | | 1-9518 | | 34-0963169 |
| |
| |
|
(State or other
jurisdiction of
incorporation) | | (Commission File
Number) | | (IRS Employer
Identification
No.) |
| | | |
| 6300 Wilson Mills Road, Mayfield Village, Ohio | | 44143 |
| |
|
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code 440-461-5000
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 7.01 Regulation FD Disclosure.
On September 13, 2004, The Progressive Corporation and Subsidiaries (the “Company”) issued a News Release containing financial results of the Company for the month and year-to-date periods ended August 2004 (the “News Release”) and announcing the commencement of a modified “Dutch auction” tender offer to purchase up to 17.1 million of its outstanding Common Shares, $1.00 par value. A copy of the News Release is attached hereto as Exhibit 99.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: September 13, 2004
| | | | | |
| | | THE PROGRESSIVE CORPORATION |
| | | | | |
| | By: | | /s/ Jeffrey W. Basch
|
| | Name: | | Jeffrey W. Basch |
| | Title: | | Vice President and Chief Accounting Officer |
EXHIBIT INDEX
| | | | | | | |
| Exhibit No. | | Form 8-K | | |
| Under Reg. | | Exhibit | | |
S-K Item 601
| | No.
| | Description
|
| 99 | | | 99 | | | News Release dated September 13, 2004, containing financial results of The Progressive Corporation and Subsidiaries for the month and year-to-date periods ended August 2004 and announcing the commencement of a modified “Dutch auction” tender offer to purchase up to 17.1 million of its outstanding Common Shares, $1.00 par value |
