Lisenby Jeffrey Patton 4
4 · PROASSURANCE CORP · Filed Feb 26, 2026
Research Summary
AI-generated summary of this filing
ProAssurance (PRA) EVP & GC Jeffrey Lisenby Exercises RSUs
What Happened
Jeffrey Patton Lisenby, Executive Vice President, Secretary & General Counsel of ProAssurance Corporation (PRA), exercised/converted derivative awards on February 25, 2026. He converted a total of 17,557 RSU-equivalent shares at an effective price/value of $24.47 per share, representing $429,619 in aggregate. To cover tax withholding, 7,615 shares were withheld/disposed (reported as code F) valued at $186,339, leaving a net issuance to Lisenby of 9,942 shares. The filing shows conversion/settlement entries (code M) and corresponding derivative cancellations reported at $0.
Key Details
- Transaction date: 2026-02-25 (filed 2026-02-26 — timely).
- Exercise/conversion totals: 17,557 shares at $24.47 each = $429,619.
- Tax withholding: 7,615 shares withheld/disposed for $186,339 (code F).
- Net shares received: 9,942 shares.
- Transaction codes: M = exercise/conversion of derivative; F = tax withholding/payment.
- Footnotes: RSUs are issued under ProAssurance equity plans, vest per multi-year schedules, are settled in shares and cash (cash portion ≈ taxes). RSUs were priced on Feb 24, 2026 per the Compensation Committee (see F1–F5).
- Shares owned after transaction: not disclosed in the provided excerpt.
Context
- This was a settlement/exercise of RSUs (derivative conversion) with a net share issuance after tax withholding — effectively a non‑market acquisition of company stock tied to compensation vesting, not an open‑market purchase. The derivative cancellation entries at $0 reflect the conversion/settlement of the RSU awards.
Insider Transaction Report
Form 4
Lisenby Jeffrey Patton
Executive Vice-PresidentOther
Transactions
- Exercise/Conversion
Common Stock
[F1][F2]2026-02-25$24.47/sh+3,981$97,415→ 92,325 total - Exercise/Conversion
Common Stock
[F3]2026-02-25$24.47/sh+7,686$188,076→ 100,011 total - Exercise/Conversion
Common Stock
[F4]2026-02-25$24.47/sh+5,890$144,128→ 105,901 total - Tax Payment
Common Stock
2026-02-25$24.47/sh−7,615$186,339→ 98,286 total - Exercise/Conversion
Restricted Share Units
[F4]2026-02-25−5,890→ 0 total→ Common Stock (5,890 underlying) - Exercise/Conversion
Restricted Share Units
[F3]2026-02-25−7,686→ 0 total→ Common Stock (7,686 underlying) - Exercise/Conversion
Restricted Stock Units
[F1]2026-02-25−3,981→ 0 total→ Common Stock (3,981 underlying)
Holdings
- 23,720
Restricted Stock Units
[F5]→ Common Stock (23,720 underlying) - 11,778
Restricted Stock Units
[F4]→ Common Stock (11,778 underlying) - 7,686
Restricted Stock Units
[F3]→ Common Stock (7,686 underlying)
Footnotes (5)
- [F1]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.
- [F2]The RSUs were priced on February 24, 2026, per the direction of the Compensation Committee of the ProAssurance Corporation Board of Directors.
- [F3]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.
- [F4]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.
- [F5]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.
Signature
Lee M. Pope, POA for Reporting Person|2026-02-26