Filing Details
- Accession Number:
- 0001194794-10-000071
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2010-12-03 14:03:56
- Reporting Period:
- 2010-12-01
- Filing Date:
- 2010-12-03
- Accepted Time:
- 2010-12-03 14:03:56
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1127703 | Proassurance Corp | PRA | Fire, Marine & Casualty Insurance (6331) | 631261433 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1194788 | H Howard Friedman | C/O Proassurance Corporation 100 Brookwood Place Birmingham AL 35209-6811 | Senior Vice-President | No | Yes | No | Yes |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Disposition | 2010-12-02 | 1,250 | $60.03 | 42,358 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2010-12-01 | 10,318 | $60.17 | 43,608 | No | 4 | F | Direct | |
| Common Stock | Acquisiton | 2010-12-01 | 20,000 | $60.17 | 53,926 | No | 4 | M | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | S | Direct | |
| No | 4 | F | Direct | |
| No | 4 | M | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Employee Stock Option (Right to Buy) | Disposition | 2010-12-01 | 20,000 | $0.00 | 20,000 | $16.80 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 20,000 | 2002-07-15 | 2012-11-05 | No | 4 | M | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 914 | Indirect | IRA |
| Common Stock | 173 | Indirect | Spouse's IRA |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | Restricted Stock Units | $0.00 | 2,085 | 2,085 | Direct | ||
| Common Stock | Restricted Stock Units | $0.00 | 2,085 | 2,085 | Direct | ||
| Common Stock | Employee Stock Option (Right to Buy) | $54.28 | 2008-09-01 | 2018-09-01 | 12,500 | 12,500 | Direct |
| Common Stock | Employee Stock Option (Right to Buy) | $51.48 | 2007-09-10 | 2017-09-10 | 12,500 | 12,500 | Direct |
| Common Stock | Employee Stock Option (Right to Buy) | $51.38 | 2006-09-11 | 2016-09-11 | 12,500 | 12,500 | Direct |
| Common Stock | Employee Stock Option (Right to Buy) | $41.15 | 2005-09-10 | 2015-09-10 | 25,000 | 25,000 | Direct |
| Common Stock | Employee Stock Option (Right to Buy) | $33.28 | 2004-09-10 | 2014-09-10 | 25,000 | 25,000 | Direct |
| Common Stock | Employee Stock Option (Right to Buy) | $22.00 | 2003-09-04 | 2013-03-04 | 25,000 | 25,000 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 2,085 | 2,085 | Direct | |
| 2,085 | 2,085 | Direct | |
| 2018-09-01 | 12,500 | 12,500 | Direct |
| 2017-09-10 | 12,500 | 12,500 | Direct |
| 2016-09-11 | 12,500 | 12,500 | Direct |
| 2015-09-10 | 25,000 | 25,000 | Direct |
| 2014-09-10 | 25,000 | 25,000 | Direct |
| 2013-03-04 | 25,000 | 25,000 | Direct |
Footnotes
- Weighted average of sale prices, which ranged from $59.95 to $60.05. The Reporting Person has provided to the issuer, and further undertakes to provide to the SEC staff or a security holder of the Issuer upon request, full information regarding the number of shares sold at each separate price.
- The 10,318 shares disposed of reflect 5,585 shares withheld by the issuer to fund the cashless exercise of 20,000 options on 12/01/2010, and 4,733 shares withheld by the issuer to cover the associated tax liability.
- Cashless exercise of options on 12/1/2010
- Shares acquired in the amended and restated ProAssurance Stock Ownership Plan. Purchases under this plan are exempt under Rule 16b-3(c)
- Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of ProAssurance Corporation common stock, issueable from the 2008 Equity Incentive Plan. The RSUs will vest if the reporting person remains continuously employed by ProAssurance or one of its subsidiaries until February 26, 2012 (three years from date of grant). Vesting will accelerate upon termination of employment as the result of (i) death; (ii) disability; or (iii) Good Reason, as defined in the reporting person's employment agreement with ProAssurance Corporation, or by action of the Compensation Committee of the ProAssurance Corporation Board of Directors. The RSUs will be settled in shares of ProAssurance Common Stock and in cash, with the cash portion being approximately equal to the federal, state, and local taxes.
- The options vest in five equal, yearly installments commencing on September 1, 2008
- The options vest in five equal, yearly installments commencing on September 10,2007
- The options vest in five equal, yearly installments commencing on September 11, 2006
- The options vest in five equal, yearly installments commencing on September 10, 2005
- The options vest in five equal, yearly installments commencing on September 10, 2004
- The options vest in five equal, yearly installments commencing on September 4, 2003
- The options vest in five equal, yearly installments commencing on July 15, 2002
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