MORELLO JAMES J 4

4 · PROASSURANCE CORP · Filed Sep 9, 2004

Form 4

Period: 2004-09-07

TreasurerOther

Transactions

Tax Payment
Common Stock
2004-09-07$34.53/sh−9,958$343,850→ 25,115 total
Exercise/Conversion
Common Stock
2004-09-07$34.53/sh+16,000$552,480→ 35,073 total
Exercise/Conversion
Employee Stock Option (Right to Buy)
2004-09-07+16,000→ 16,000 total
Exercise: $16.80From: 2002-07-15Exp: 2012-01-15→ Common Stock (16,000 underlying)

Holdings

Employee Stock Option (Right to Buy)
Exercise: $26.03From: 2001-06-27Exp: 2008-12-01→ Common Stock (2,480 underlying)
2,480
Common Stock
(indirect: Shares held in the ProAssurance Group Savings and Retirement Plan)
4,755
Common Stock
(indirect: By IRA)
3,148
Employee Stock Option (Right to Buy)
Exercise: $33.28From: 2004-09-10Exp: 2014-09-10→ Common Stock (12,500 underlying)
12,500
Employee Stock Option (Right to Buy)
Exercise: $21.01From: 2001-06-27Exp: 2009-12-09→ Common Stock (2,403 underlying)
2,403
Employee Stock Option (Right to Buy)
Exercise: $24.68From: 2001-06-27Exp: 2007-12-02→ Common Stock (3,067 underlying)
3,067

Footnotes (6)

[F1]Cashless exercise of options on 9/7/2004
[F2]The 9,958 shares disposed of reflect 7,785 shares withheld by the issuer to fund the cashless exercise of 16,000 options on 9/07/04, and 2,173 shares withheld by the issuer to cover the associated tax liability.
[F3]The options vest in five equal installments commencing on September 10, 2004
[F4]The options vest in five equal installments commencing on September 4, 2003
[F5]The options vest in five equal installments commencing on July 15, 2002
[F6]Reflects options to purchase shares of ProAssurance Corporation common stock acquired beneficially by the reporting person in exchange for surrender of options to purchase shares of Medical Assurance, Inc. in connection with the consolidation of Medical Assurance, Inc. and Professionals group under the ownership of ProAssurance Corporation. The acquisition of options to purchase ProAssurance shares reported herein is exempt from Section 16(b) of the Securities Exchange Act, as amended (the "Act"), by virtue of Rule 16b-3(d) promulgated under the Act.

Documents

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