BIELEN RICHARD J 4
4 · PROASSURANCE CORP · Filed Jun 26, 2026
Research Summary
AI-generated summary of this filing
ProAssurance (PRA) Director Richard J. Bielen Sells 10,621 Shares
What Happened
- Richard J. Bielen, a director of ProAssurance Corporation (PRA), disposed of 10,621 shares on June 26, 2026. The shares were converted/paid out at $25.00 per share for total proceeds of $265,525. The Form 4 reports the disposition to the issuer (transaction code D) in connection with the completed merger.
Key Details
- Transaction date and price: June 26, 2026 — 10,621 shares at $25.00 each.
- Proceeds: $265,525 (cash, without interest), subject to applicable withholding taxes.
- Shares owned after transaction: not specified in the filed excerpt.
- Filing timeliness: Reported on June 26, 2026 (same date as the transaction), no late filing indicated.
- Relevant footnotes from the filing:
- F1: The sale/result occurred at the effective time of the merger of ProAssurance into a wholly owned subsidiary of The Doctors Company.
- F2: Deferred director stock awards were converted into the right to receive cash based on the merger terms.
- F3: Each outstanding common share (other than excluded shares) was converted into $25.00 per share in cash (the Merger Consideration).
Context
- This was not an open-market sale for trading purposes but a cash-out due to the completed merger (shares cancelled and converted into cash). Such merger-related dispositions reflect transaction terms rather than an insider signaling a buy or sell preference.
Insider Transaction Report
Form 4Exit
BIELEN RICHARD J
Director
Transactions
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-06-26$25.00/sh−10,621$265,525→ 0 total
Footnotes (3)
- [F1]On June 26, 2026, pursuant to that certain Agreement and Plan of Merger, dated as of March 19, 2025 (the "Merger Agreement"), among ProAssurance Corporation (the "Issuer"), The Doctors Company ("Parent") and Jackson Acquisition Corporation, a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent.
- [F2]Represents shares awarded under the ProAssurance Corporation Director Deferred Stock Compensation Plan ("Deferred Shares"). At the effective time of the Merger ("Effective Time"), upon the terms and subject to the conditions set forth in the Merger Agreement, the Deferred Shares, and any accrued dividend equivalents in such deferred compensation accounts that have been converted into Deferred Shares were converted into the right to receive an amount in cash, without interest, equal to the product of (a) the total number of shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") subject to the Deferred Shares immediately prior to the Effective Time, multiplied by (b) the Merger Consideration (as defined below).
- [F3]At the Effective Time, upon the terms and subject to the conditions set forth in the Merger Agreement, each share of Common Stock that was issued and outstanding immediately prior to the Effective Time (other than certain excluded shares) was cancelled and converted into the right to receive $25.00 per share in cash, without interest, and subject to any applicable withholding taxes (the "Merger Consideration").
Signature
Lee M. Pope, with Power of Attorney for the Reporting Person|2026-06-26