ProAssurance (PRA) awards 23,720 restricted stock units to senior executive

Rhea-AI Filing Summary

ProAssurance Corporation reported an insider equity award for executive Francis Robert David, President, Healthcare Professional Liability. On January 7, 2026, he received 23,720 Restricted Stock Units (RSUs) at a price of $0 per unit under the ProAssurance Corporation 2014 Equity Incentive Compensation Plan.

Each RSU represents the right to receive one share of ProAssurance common stock. The new award will vest in three equal annual installments in 2027, 2028, and 2029, as long as he remains continuously employed with ProAssurance or a subsidiary. Vesting can accelerate if employment ends due to death, disability, Good Reason as defined in his employment agreement, or by action of the Board’s Compensation Committee. Settlement will be in ProAssurance shares plus a cash amount approximately equal to applicable taxes.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FRANCIS ROBERT DAVID

(Last) (First) (Middle)

100 BROOKWOOD PLACE

(Street)

BIRMINGHAM AL 35209

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PROASSURANCE CORP [ PRA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres Healthcare Pro. Liability

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)							(1)	(1)	Common Stock	17,668		17,668	D
Restricted Share Units	(2)							(2)	(2)	Common Stock	17,529		17,529	D
Restricted Stock Unit	(3)							(3)	(3)	Common Stock	3,226		3,226	D
Restricted Stock Units	(4)	01/07/2026		A		23,720		(4)	(4)	Common Stock	23,720	$0	23,720	D

Explanation of Responses:

1. 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 in each of the years 2026, 2027 and 2028 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.

2. Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of ProAssurance Corporation common stock, issuable from the ProAssurance Corporation 2024 Equity Incentive Plan. The RSUs will vest pro rata in increments equal to one-third of the total award in each of the years 2025, 2026 and 2027 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.

3. 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 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.

4. 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 in each of the years 2027, 2028 and 2029 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.

Remarks:

	Lee M. Pope POA for Reporting Person	01/08/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did ProAssurance (PRA) report in this filing?

The filing reports that executive Francis Robert David, President, Healthcare Professional Liability, received an award of 23,720 Restricted Stock Units (RSUs) on January 7, 2026.

How many ProAssurance (PRA) RSUs were granted to Francis Robert David and at what price?

He was granted 23,720 RSUs at a price of $0 per unit, representing a contingent right to receive an equal number of shares of ProAssurance common stock.

When do the newly granted RSUs to the ProAssurance (PRA) executive vest?

The 23,720 RSUs will vest pro rata in three equal installments in the years 2027, 2028, and 2029, subject to continued employment with ProAssurance or one of its subsidiaries.

Under which plans were the ProAssurance (PRA) RSUs in this filing issued?

The new 23,720 RSUs were granted under the ProAssurance Corporation 2014 Equity Incentive Compensation Plan. Other RSU holdings disclosed relate to the 2014 Equity Incentive Compensation Plan and the 2024 Equity Incentive Plan.

What events can accelerate vesting of the ProAssurance (PRA) RSUs?

Vesting of the RSUs can accelerate upon termination of employment due to death, disability, or Good Reason as defined in the executive’s employment agreement, or by action of the Compensation Committee of the Board.

How will the ProAssurance (PRA) RSUs be settled for the reporting person?

The RSUs will be settled in shares of ProAssurance common stock plus cash, with the cash portion approximately equal to applicable federal, state, and local taxes.