---
schema_version: "secwatch.filing_event.v1"
accession: "0002031090-25-000007"
form_type: "8-K"
ticker: "PRA"
cik: "0001127703"
company_name: "PROASSURANCE CORP"
filed_at: "2025-05-21T23:59:59+00:00"
generated_at: "2026-05-20T22:11:29.198540+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.25
confidence: "high"
source: SEC EDGAR
---

# ProAssurance elects three directors, board reduced to nine; audit chair changed

## Summary
- Stockholders elected DiPiazza, Frei, and Syphax to three-year terms at May 21, 2025 annual meeting.
- Kedrick Adkins did not stand for re-election; board downsized from 10 to 9 directors.
- Richard Bielen appointed Audit Committee chair, succeeding Adkins; DiPiazza also joins committee.
- Ernst & Young LLP ratified as independent auditor for FY2025 with 44.5M votes for.
- Advisory vote on 2024 executive compensation approved with 38.1M for, 2.1M against.

## SEC filing metadata
- accession: 0002031090-25-000007
- form_type: 8-K
- ticker: PRA
- cik: 0001127703
- company_name: PROASSURANCE CORP
- filed_at: 2025-05-21T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.25
- confidence: high
- sec_items: 5.02, 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1127703/000203109025000007/0002031090-25-000007-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1127703/000203109025000007/pra-20250521.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0002031090-25-000007
- JSON: https://secwatch.observer/filing/0002031090-25-000007.json
- Plain text: https://secwatch.observer/filing/0002031090-25-000007.txt

## Key facts
- Executive change
  Samuel A. DiPiazza, Jr. was elected as Director at PROASSURANCE CORP.
  - Action: elected
  - Role: Director
  source text: our stockholders elected Samuel A. DiPiazza, Jr., C.P.A., Maye Head Frei, and Scott C. Syphax to our Board of Directors
  evidence_url: https://www.sec.gov/Archives/edgar/data/1127703/000203109025000007/0002031090-25-000007-index.htm
- Executive change
  Kedrick D. Adkins departed as Director at PROASSURANCE CORP.
  - Action: did not stand for re-election
  - Role: Director
  source text: Kedrick D. Adkins, C.P.A., who had served on the Board for seven years, did not stand for re-election
  evidence_url: https://www.sec.gov/Archives/edgar/data/1127703/000203109025000007/0002031090-25-000007-index.htm
- Executive change
  Scott C. Syphax was elected as Director at PROASSURANCE CORP.
  - Action: elected
  - Role: Director
  source text: our stockholders elected Samuel A. DiPiazza, Jr., C.P.A., Maye Head Frei, and Scott C. Syphax to our Board of Directors
  evidence_url: https://www.sec.gov/Archives/edgar/data/1127703/000203109025000007/0002031090-25-000007-index.htm
- Executive change
  Maye Head Frei was elected as Director at PROASSURANCE CORP.
  - Action: elected
  - Role: Director
  source text: our stockholders elected Samuel A. DiPiazza, Jr., C.P.A., Maye Head Frei, and Scott C. Syphax to our Board of Directors
  evidence_url: https://www.sec.gov/Archives/edgar/data/1127703/000203109025000007/0002031090-25-000007-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.