VANCE KATISHA TERRELL 4

What Happened
Vance Katisha Terrell, a director of ProAssurance Corporation, disposed of 34,159 shares on June 26, 2026 at $25.00 per share for total proceeds of $853,975. The disposition was a "to issuer" cash conversion tied to the closing of a merger (each outstanding share was converted into $25.00 in cash), so this was a corporate cash-out rather than an open-market sale.

Key Details

• Transaction date: June 26, 2026; Price: $25.00 per share; Amount: 34,159 shares; Proceeds: $853,975. (Transaction code D — disposition to issuer.)
• Shares owned after transaction: Not specified in the Form 4 filing.
• Footnotes: The sale was part of the Merger Agreement (dated March 19, 2025) in which The Doctors Company acquired ProAssurance and each outstanding share was converted into $25.00 cash (Merger Consideration). Deferred director shares and accrued dividend equivalents were also converted into the right to receive cash equal to the number of deferred shares times the $25.00 Merger Consideration. Cash payments are without interest and subject to applicable withholding.
• Filing timeliness: Reported with a Form 4 dated June 26, 2026; no late filing is indicated.

Context
This was a merger-related conversion/cash-out — typical when a company is acquired and stock is canceled for a fixed cash price. Such transactions reflect the deal terms (the $25.00 per-share merger consideration), not an individual director’s discretionary decision to sell on the open market.