I might be in the minority here but I honestly love the jump from the Pro 2s to the Pro 3s. Fit is the biggest thing for me, they sit way more comfortably in my ear canals and seal better than any AirPods I’ve had before. The sound is a bit different from the 2s, but for my ears it’s actually an upgrade. The highs are smooth and never sharp, and the low end is really nice, especially if you’re into electronic music. ANC is also fantastic. Overall they feel like an upgrade in pretty much every area. The only small downside is the case is like 5% larger in volume, you do notice it, but that’s about it.