Di Piazza Samuel A Jr. 4

What Happened Samuel A. Di Piazza Jr., a director of ProAssurance Corporation (PRA), had a total of 44,952 shares disposed of to the issuer on June 26, 2026 at $25.00 per share, resulting in proceeds of $1,123,800 (39,386 shares for $984,650 and 5,566 shares for $139,150). These dispositions were not open-market sales but part of the merger consideration — each outstanding share was converted into the right to receive $25.00 in cash under the Merger Agreement.

Key Details

• Transaction date: June 26, 2026; price paid per share: $25.00.
• Shares disposed: 39,386 and 5,566 (total 44,952); total cash received: $1,123,800.
• Nature of transaction: Disposition to issuer in connection with Merger (Disposition code D); shares were cancelled and converted to cash consideration.
• Deferred shares: Some shares came from Director Deferred Stock Compensation accounts that were converted into the right to cash (per footnote F2).
• Post-transaction holdings: filing notes an adjustment to the number of shares beneficially owned after reconciliation (footnote F3); the specific post-transaction beneficial ownership count is not stated in this summary.
• Filing timeliness: Report filed on June 26, 2026 (same date as the transaction).

Context These transactions reflect the cash-out treatment of outstanding common stock and deferred director stock compensation at the effective time of the Merger with The Doctors Company (Merger Consideration $25.00 per share), not a routine market sale by the director. Such merger-driven conversions are corporate events that cancel shares in exchange for cash and do not necessarily indicate the insider's buy/sell sentiment.