4//SEC Filing
Rand Edward Lewis Jr 4
Accession 0001704084-24-000010
CIK 0001127703other
Filed
Mar 5, 7:00 PM ET
Accepted
Mar 6, 4:23 PM ET
Size
349.2 KB
Accession
0001704084-24-000010
Insider Transaction Report
Form 4
Rand Edward Lewis Jr
DirectorPresident & CEO
Transactions
- Exercise/Conversion
Common Stock
2024-03-06$12.36/sh+18,434$227,844→ 185,396 total - Exercise/Conversion
Restricted Stock Units
2024-03-06−18,434→ 0 total→ Common Stock (18,434 underlying) - Exercise/Conversion
Common Stock
2024-03-06$12.36/sh+19,301$238,560→ 166,962 total - Tax Payment
Common Stock
2024-03-06$12.36/sh−15,974$197,439→ 169,422 total - Exercise/Conversion
Restricted Stock Units
2024-03-06−19,301→ 0 total→ Common Stock (19,301 underlying)
Holdings
- 55,157
Restricted Stock Unit
→ Common Stock (55,157 underlying) - 40,371
Restricted Stock Units
→ Common Stock (40,371 underlying) - 36,870
Restricted Share Units
→ Common Stock (36,870 underlying)
Footnotes (5)
- [F1]The Restricted Stock Units (RSU) vested, and were thus acquired, on March 6, 2024 when ratified by the ProAssurance Corporation Board of Directors. The RSUs were priced on February 28, 2024 the day following ProAssurance Corporation's earnings announcement, per the direction of the Compensation Committee of the ProAssurance Corporation Board of Directors.
- [F2]Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of ProAssurance Corporation common stock, issuable from the ProAssurance Corporation 2014 Equity Incentive Compensation Plan. The RSUs will vest if the reporting person remains continuously employed by ProAssurance or one of its subsidiaries until December 31, 2023 (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.
- [F3]Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of ProAssurance Corporation common stock, issuable from the ProAssurance Corporation 2014 Equity Incentive Compensation Plan. The RSUs will vest pro rata in increments equal to one-third of the total award on February 23 in each of the years 2024, 2025 and 2026 provided the reporting person remains continuously employed by ProAssurance or one of its subsidiaries until each vesting date. 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.
- [F4]Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of ProAssurance Corporation common stock, issuable from the ProAssurance Corporation 2014 Equity Incentive Compensation Plan. The RSUs will vest if the reporting person remains continuously employed by ProAssurance or one of its subsidiaries until December 31, 2024 (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.
- [F5]Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of ProAssurance Corporation common stock, issuable from the ProAssurance Corporation 2014 Equity Incentive Compensation Plan. The RSUs will vest if the reporting person remains continuously employed by ProAssurance or one of its subsidiaries until June 30, 2024. 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 RSUs were issued July 1, 2019 when Mr. Rand assumed the duties of CEO and were reported in ProAssurance's 2020 (p. 40), 2021 (p. 42) and 2022 Proxy Statements (p. 41).
Issuer
PROASSURANCE CORP
CIK 0001127703
Entity typeother
Related Parties
1- filerCIK 0001307649
Filing Metadata
- Form type
- 4
- Filed
- Mar 5, 7:00 PM ET
- Accepted
- Mar 6, 4:23 PM ET
- Size
- 349.2 KB