0001194794-17-000139.txt : 20171005
0001194794-17-000139.hdr.sgml : 20171005
20171005195748
ACCESSION NUMBER: 0001194794-17-000139
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171005
FILED AS OF DATE: 20171005
DATE AS OF CHANGE: 20171005
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: 171125575
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
4
1
wf-form4_150724785489949.xml
FORM 4
X0306
4
2017-10-05
0
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
2017-10-05
4
A
0
90
55.35
A
104521
D
Common Stock
2017-10-05
4
M
0
82
55.35
A
104603
D
Common Stock
4050
I
Shares held in the ProAssurance Group Savings and Retirement Plan
Common Stock
1258
I
In Trust
Restricted Stock Units
2017-10-05
4
A
0
90
0
A
Common Stock
90.0
90
D
Restricted Stock Units
Common Stock
93.0
93
D
Restricted Stock Units
Common Stock
5000.0
5000
D
Restricted Stock Units
Common Stock
100.0
100
D
Restricted Stock Units
Common Stock
2265.0
100
D
Restricted Stock Units
2017-10-05
4
M
0
112
A
Common Stock
112.0
0
D
Shares acquired under terms of the ProAssurance Corporation 2011 Employee Stock Ownership Plan.
Transactions as a result of the vesting of Restricted Share Units (RSUs) issued to the reporting person on 10/6/14 under the 2008 Equity Plan and acquired under terms of the ProAssurance Corporation 2011 Employee Stock Ownership Plan. Each RSU is equal to one share of Common Stock and vested upon the completion of three years of continuous employment. Vesting of 112 shares reduced by withholding of 30 shares to cover tax liability resulting from the maturation of this award.
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.
RSU's are equal in value to one share of Common Stock, issued on 10/5/17 under the 2014 Equity Incentive Plan and acquired under terms of the ProAssurance Corporation 2011 Employee Stock Ownership Plan. The RSUs vest upon the sooner of three years of continuous employment, termination of employment by reason of death or disability, for "good reason," or a change of control of the Company. If a participant terminates employment more than twelve months but less than three years from the date of grant, the RSUs will partially vest based on the number of days that the participant was employed in the vesting period. Any RSUs that are unvested on termination of employment will be forfeited. In addition, if a participant withdraws shares purchased for his or her account, matching unvested RSUs will be forfeited. Upon vesting, we will pay the RSUs in shares of our Common Stock from those shares reserved for issuance under the 2014 Equity Incentive Plan with the value established at vesting.
RSU's are equal in value to one share of Common Stock, issued on 10/5/16 under the 2014 Equity Incentive Plan and acquired under terms of the ProAssurance Corporation 2011 Employee Stock Ownership Plan. The RSUs vest upon the sooner of three years of continuous employment, termination of employment by reason of death or disability, for "good reason," or a change of control of the Company. If a participant terminates employment more than twelve months but less than three years from the date of grant, the RSUs will partially vest based on the number of days that the participant was employed in the vesting period. Any RSUs that are unvested on termination of employment will be forfeited. In addition, if a participant withdraws shares purchased for his or her account, matching unvested RSUs will be forfeited. Upon vesting, we will pay the RSUs in shares of our Common Stock from those shares reserved for issuance under the 2014 Equity Incentive Plan with the value established at vesting.
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, 2018 (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.
RSU's are equal in value to one share of Common Stock, issued on 10/5/15 under the 2014 Equity Incentive Plan and acquired under terms of the ProAssurance Corporation 2011 Employee Stock Ownership Plan. The RSUs will vest upon the sooner of three years of continuous employment, termination of employment by reason of death or disability, for "good reason," or a change of control of the Company. If a participant terminates employment more than twelve months but less than three years from the date of grant, the RSUs will partially vest based on the number of days that the participant was employed in the vesting period. Any RSUs that are unvested on termination of employment will be forfeited. In addition, if a participant withdraws shares purchased for his or her account, matching unvested RSUs will be forfeited. Upon vesting, we will pay the RSUs in shares of our Common Stock from those shares reserved for issuance under the 2014 Equity Incentive Plan with the value established vesting.
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, 2017 (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.
Frank B. O'Neil
2017-10-05