|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: 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 | ||||||||
Employee Stock Option (Right to Buy) | $ 51.48 | 09/10/2007(11) | 09/10/2017 | Common Stock | 6,250 | 6,250 | D | ||||||||
Employee Stock Option (Right to Buy) | $ 51.38 | 06/25/2007 | M | 1,250 | 09/11/2006(12) | 09/11/2016 | Common Stock | 6,250 | $ 0 | 5,000 | D | ||||
Employee Stock Option (Right to Buy) | $ 41.15 | 06/25/2007 | M | 5,000 | 09/10/2005(13) | 09/10/2015 | Common Stock | 12,500 | $ 0 | 7,500 | D | ||||
Employee Stock Option (Right to Buy) | $ 33.28 | 06/25/2007 | M | 7,500 | 09/10/2004(14) | 09/10/2014 | Common Stock | 12,500 | $ 0 | 5,000 | D | ||||
Employee Stock Option (Right to Buy) | $ 22 | 06/25/2007 | M | 10,000 | 09/04/2003(15) | 09/04/2013 | Common Stock | 12,500 | $ 0 | 2,500 | D | ||||
Employee Stock Option (Right to Buy) | $ 16.8 | 06/25/2007 | M | 25,000 | 07/15/2002 | 07/15/2012 | Common Stock | 25,000 | $ 0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 21.01 | 06/25/2007 | M | 26,250 | 06/27/2001 | 12/08/2008 | Common Stock | 26,250 | $ 0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 26.03 | 06/25/2007 | M | 28,875 | 06/27/2001 | 12/01/2008 | Common Stock | 28,875 | $ 0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 24.68 | 06/25/2007 | M | 113,613 | 06/27/2001 | 12/02/2007 | Common Stock | 113,613 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BUTRUS PAUL R C/O PROASSURANCE CORPORATION 100 BROOKWOOD PLACE BIRMINGHAM, AL 35209-6811 |
Senior Advisor |
Frank B. O'Neil, POA for the reporting person, Paul R. Butrus | 07/17/2007 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The 1,185 shares disposed of reflect 1,161 shares withheld by the issuer to fund the cashless exercise of 1,250 options on 06/25/07, and 24 shares withheld by the issuer to cover the associated tax liability. |
(2) | The 4,064 shares disposed of reflect 3,718 shares withheld by the issuer to fund the cashless exercise of 5,000 options on 06/25/07, and 346 shares withheld by the issuer to cover the associated tax liability. |
(3) | The 5,317 shares disposed of reflect 4,511 shares withheld by the issuer to fund the cashless exercise of 7,500 options on 06/25/07, and 806 shares withheld by the issuer to cover the associated tax liability. |
(4) | The 5,600 shares disposed of reflect 3,976 shares withheld by the issuer to fund the cashless exercise of 10,000 options on 06/25/07, and 1,624 shares withheld by the issuer to cover the associated tax liability. |
(5) | The 12,282 shares disposed of reflect 7,590 shares withheld by the issuer to fund the cashless exercise of 25,000 options on 06/25/07, and 4,692 shares withheld by the issuer to cover the associated tax liability. |
(6) | The 14,355 shares disposed of reflect 9,966 shares withheld by the issuer to fund the cashless exercise of 26,250 options on 06/25/07, and 4,388 shares withheld by the issuer to cover the associated tax liability. |
(7) | The 17,704 shares disposed of reflect 13,582 shares withheld by the issuer to fund the cashless exercise of 28,875 options on 06/25/07, and 4,122 shares withheld by the issuer to cover the associated tax liability. |
(8) | The 65,221 shares disposed of reflect 48,862 shares withheld by the issuer to fund the cashless exercise of 109,563 options on 06/25/07, and 16,359 shares withheld by the issuer to cover the associated tax liability. |
(9) | The 1,807 shares disposed of were withheld by the issuer to fund the cashless exercise of 4,050 options on 06/25/07. |
(10) | These shares were allocated prior to August 29, 2002 and were exepmt under Rule 16b-3 |
(11) | The options vest in five equal, yearly installments commencing on September 10, 2007 |
(12) | The options vest in five equal, yearly installments commencing on September 11, 2006 |
(13) | The options vest in five equal, yearly installments commencing on September 10, 2005 |
(14) | The options vest in five equal, yearly installments commencing on September 10, 2004 |
(15) | The options vest in five equal, yearly installments commencing on September 4, 2003 |
Remarks: ProAssurance incorrectly calculated the number of shares to be withheld from the option exercise reported on June 26, 2007. These options were Incentive Stock Options and thus no tax withholding was required. This Form 4 revises the option exercise of June 25, 2007 to reflect the correct totals for shares issued and shares withheld (See footnote 9). The net effect is an additonal 604 shares delivered to the reporting person. |