-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Hh1aRhDK/2bK7K+k9PDG6SrzmIwo/r1VbhEzD9eCSIsjUHhu2DsdDV22bb0weBUV vpvOXQ7z/AGURbhtAcgYBA== 0001194794-07-000055.txt : 20071114 0001194794-07-000055.hdr.sgml : 20071114 20071114164731 ACCESSION NUMBER: 0001194794-07-000055 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071113 FILED AS OF DATE: 20071114 DATE AS OF CHANGE: 20071114 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PROASSURANCE CORP CENTRAL INDEX KEY: 0001127703 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 631261433 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 BROOKWOOD PLACE CITY: BIRMINGHAM STATE: AL ZIP: 35209 BUSINESS PHONE: 2058774400 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: O NEIL FRANK B CENTRAL INDEX KEY: 0001194794 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16533 FILM NUMBER: 071245777 BUSINESS ADDRESS: STREET 1: 100 BROOKWOOD PLACE STREET 2: SUITE 100 CITY: BIRMINGHAM STATE: AL ZIP: 35209 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2007-11-13 0001127703 PROASSURANCE CORP PRA 0001194794 O NEIL FRANK B C/O PROASSURANCE CORPORATION 100 BROOKWOOD PLACE BIRMINGHAM AL 35209-6811 0 1 0 1 Senior Vice-President Assistant Secretary Common Stock 2007-11-14 4 F 0 737 56.43 D 25185 D Common Stock 2007-11-14 4 M 0 794 56.43 A 25922 D Common Stock 2007-11-14 4 F 0 1032 56.43 D 25128 D Common Stock 2007-11-14 4 M 0 1111 56.43 A 26160 D Common Stock 2007-11-14 4 F 0 967 56.43 D 25049 D Common Stock 2007-11-14 4 M 0 1041 56.43 A 26016 D Common Stock 2007-11-14 4 F 0 1751 56.43 D 24975 D Common Stock 2007-11-14 4 M 0 2500 56.43 A 26726 D Common Stock 2007-11-14 4 F 0 1386 56.43 D 24226 D Common Stock 2007-11-14 4 M 0 2500 56.43 A 25612 D Common Stock 629 I In Trust Common Stock 2025 I Shares held in the ProAssurance Group Savings and Retirement Plan Common Stock 598 I Shares held in childrens' UTMA accounts for which the reporting person is the trustee Employee Stock Option (Right to Buy) 51.48 2007-09-10 2017-09-10 Common Stock 6250 6250 D Employee Stock Option (Right to Buy) 51.38 2006-09-11 2016-09-11 Common Stock 1250 5000 D Employee Stock Option (Right to Buy) 41.15 2005-09-10 2015-09-10 Common Stock 5000 7500 D Employee Stock Option (Right to Buy) 33.28 2007-11-14 4 M 0 2500 0 D 2004-09-10 2014-09-10 Common Stock 5000 2500 D Employee Stock Option (Right to Buy) 22.00 2007-11-14 4 M 0 2500 0 D 2003-09-04 2013-03-04 Common Stock 2500 0 D Employee Stock Option (Right to Buy) 50.87 2007-11-14 4 M 0 1041 0 D 2006-12-16 2007-12-02 Common Stock 1041 0 D Employee Stock Option (Right to Buy) 50.87 2007-11-14 4 M 0 1111 0 D 2006-12-16 2008-12-01 Common Stock 1111 0 D Employee Stock Option (Right to Buy) 50.87 2007-11-14 4 M 0 794 0 D 2006-12-16 2009-12-02 Common Stock 794 0 D Employee Stock Option (Right to Buy) 56.43 2007-11-14 4 A 0 737 0 A 2008-11-15 2009-12-02 Common Stock 737 737 D Employee Stock Option (Right to Buy) 56.43 2007-11-14 4 A 0 1032 0 A 2008-11-15 2008-12-01 Common Stock 1032 1032 D Cashless exercise of options on 11/14/07 The 1,386 shares disposed of reflect 975 shares withheld by the issuer to fund the cashless exercise of 2,500 options on 11/14/07, and 411 shares withheld by the issuer to cover the associated tax liability. The 1,751 shares disposed of reflect 1,475 shares withheld by the issuer to fund the cashless exercise of 2,500 options on 11/14/07, and 276 shares withheld by the issuer to cover the associated tax liability. The 967 shares disposed of reflect 939 shares withheld by the issuer to fund the cashless exercise of 1,041 options on 11/14/07, and 28 shares withheld by the issuer to cover the associated tax liability. The 1,032 shares disposed of reflect 1,002 shares withheld by the issuer to fund the cashless exercise of 1,111 options on 11/14/07, and 30 shares withheld by the issuer to cover the associated tax liability. The 737 shares disposed of reflect 716 shares withheld by the issuer to fund the cashless exercise of 794 options on 11/14/07, and 21 shares withheld by the issuer to cover the associated tax liability. Shares are held in the George O'Neil Generation-Skipping Trust, Non-Exempt, fbo Frank B. O'Neil. The Reporting Person disclaims beneficial ownership because the Trustee retains sole investmenet control over the shares. The options vest in five equal, yearly installments commencing on September 10, 2007 The options vest in five equal, yearly installments commencing on September 11, 2006 The options vest in five equal installments commencing on September 10, 2005 The options vest in five equal installments commencing on September 10, 2004 The options vest in five equal installments commencing on September 4, 2003 These are automatic reload rights resulting from the exercise of options under an existing grant to purchase shares under the ProAssurance Corporation Incentive Compensation Stock Plan. These reload options vest one year from the date of grant, provided that the Reporting Person maintains ownership of the ProAssurance shares that were purchased upon the exercise of the subject options. The grant of reload options to purchase ProAssurance shares reported herein is exempt from Section 16(b) of the Securities Exchange Act, as amended ("the Act") by virtueof Rule 16b-3(d) promulgated under the Act. Frank B. O'Neil 2007-11-14 -----END PRIVACY-ENHANCED MESSAGE-----