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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
8-K
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CURRENT
REPORT
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Pursuant
to Section 13 or 15(d) of the Securities
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Exchange
Act of 1934
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Date
of Report (Date of earliest event reported): May 20,
2009
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ProAssurance
Corporation
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(Exact
name of registrant as specified in its
charter)
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Delaware
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001-16533
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63-1261433
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(State
of Incorporation)
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(Commission
File No.)
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(IRS
Employer I.D. No.)
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100
Brookwood Place, Birmingham, Alabama
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35209
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(Address
of Principal Executive Office )
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(Zip
code)
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Registrant’s
telephone number, including area
code: (205) 877-4400
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Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Securities Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-(c) under the Exchange
Act
(17CFR
240.13e-(c))
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Item
7.01 REGULATION
FD DISCLOSURE
On May
20, 2009 we issued a news release (included as Exhibit 99.1) announcing the
re-election of John J. McMahon, Jr., William H. Woodhams, M.D., and Wilfred W.
Yeargan, M.D. to the Board of Directors at the 2009 Annual Meeting of
Shareholders. Our shareholders also elected Jerry D. Brant, D.P.M., the
President and Chief Operating Officer of the Podiatry Insurance Company of
America to the Board. Each will serve a three-year term ending at the Annual
Meeting of Shareholders in 2012 and until their successors are elected and
qualified. The shareholder vote also ratified the selection of Ernst &
Young, LLP as our independent auditing firm for the fiscal year-ending December
31, 2009.
Item
9.01 FINANCIAL
STATEMENTS AND EXHIBITS
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99.1
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Our
news release, dated May 20, 2009, announcing the results of voting at the
2008 Annual Meeting of Shareholders
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We are
furnishing Exhibit 99.1 to this Current Report on Form 8-K in accordance with
Item 7.01, Regulation FD Disclosures. This exhibit shall not be deemed to be
“filed” for the purposes of Section 18 of the Securities and Exchange Act of
1934 (the “Exchange Act”), or otherwise subject to the liability of such
section, nor shall such information be deemed incorporated by reference in any
filing under the Securities Act of 1933 or the Exchange Act, regardless of the
general incorporation language of such filing, except as shall be expressly set
forth by specific reference in such filing.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: May
20, 2009
PROASSURANCE
CORPORATION
by: /s/
Frank B. O’Neil
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Frank B.
O’Neil
Senior
Vice-President