BIELEN RICHARD J 4

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.