Ohio | 1-9518 | 34-0963169 | ||
(State or other | (Commission File | (IRS Employer | ||
jurisdiction of | Number) | Identification | ||
incorporation) | No.) |
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(b) | On May 22, 2006, The Progressive Corporation (the Company) announced that Alan R. Bauer stepped down from his position as the President of the Companys Direct Group of Insurance Companies and left the Company effective immediately. No agreement was entered into between the Company and Mr. Bauer in connection with this action. |
(c) | On May 22, 2006, the Company further announced that John A. Barbagallo has been appointed as the President of the Companys Drive ® Group of Insurance Companies, reporting to Glenn M. Renwick, the Companys President and CEO. Mr. Barbagallo, age 46, was most recently the General Manager of the Drive Groups Atlantic Region, a position he had held since January 2005, and had previously been the General Manager of the Groups Great Plains Region from March 2003 through December 2004. Prior to March 2003, Mr. Barbagallo was the Director of Product Research & Development for the Agency business (as the Drive Group was then known). Mr. Barbagallo currently serves as an officer and/or director of various subsidiaries of the Company. Mr. Barbagallo does not currently have an employment agreement with the Company. His annual salary in his new position will be $300,000 per year, and his target for determining his annual cash bonus under the Companys 2006 Gainsharing Plan will be 100% of his salary, prorated for 2006 to reflect the partial year in his new position. Mr. Barbagallo will receive an award of restricted stock in the near future in the amount of 3,000 of the Companys Common Shares, which will vest in equal increments on January 1, 2009, 2010 and 2011, subject to the provisions of the Plan. Commencing in 2007, the Company expects that he will receive an annual equity award in an amount that is consistent with awards granted to other executive officers of the Company. Finally, the Company anticipates that, subject to approval by the Board of Directors, Mr. Barbagallo will enter into an employment agreement similar to the agreements previously executed by the Companys other executive officers. The employment agreement will be filed with the SEC if and when it is approved by the Board and finalized. | |
Also on May 22, 2006, the Company announced that Brian A. Silva has been appointed to the new position of President of the Companys Commercial Auto Group and will report directly to Mr. Renwick. Mr. Silva, age 53, has been the leader of the Commercial Auto business for more than five (5) years, reporting to the President of the Drive Group during that period. He is also currently serving as an officer and/or director of various subsidiaries of the Company. Mr. Silva does not currently have an employment agreement with the Company. His salary in his new position will be $300,000 per year, and his target under the Companys 2006 Gainsharing Plan will be 100% of his salary, prorated for 2006 to reflect the partial year in his new position. In addition, Mr. Silva will receive an award of restricted stock in the near future in the amount of 3,000 of the Companys Common Shares, which will vest in equal increments on January 1, 2009, 2010 and 2011, subject to the provisions of the Plan. Commencing in 2007, the Company expects that he will receive an annual equity award in an amount that is consistent with awards granted to other executive officers of the Company. Finally, the Company anticipates that, subject to approval by the Board of Directors, Mr. Silva will enter into an employment agreement similar to the agreements previously executed by the Companys other executive officers. The employment agreement will be filed with the SEC if and when it is approved by the Board and finalized. |
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THE PROGRESSIVE CORPORATION |
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By: | /s/ Charles E. Jarrett | |||
Name: | Charles E. Jarrett | |||
Title: | Vice President, Secretary and Chief Legal Officer |
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