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ProAssurance Transaction

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About the Transaction

NORCAL Group and ProAssurance Corporation (NYSE: PRA), both specialty insurers with extensive expertise in healthcare professional liability, announced the signing of a definitive agreement to combine the companies on February 20, 2020. [Full Press Release]

The California Department of Insurance has affirmed that NORCAL Mutual Insurance Company can proceed to a policyholder (member) meeting and vote on the Plan of Conversion. The following is general information on (1) eligibility for participating in a Special Meeting of Members to approve the transaction and (2) eligibility and options for selecting the form of compensation in connection with the Proposed Conversion. Please see the documents below for complete information.

Only NORCAL Mutual Insurance Company members with policies in effect as of February 27, 2021, are entitled to vote on the Plan of Conversion. Only NORCAL Mutual Insurance Company members with policies in effect as of February 18, 2020 and as of the date of the closing of the Proposed Transaction are entitled to receive consideration as a result of the Proposed Transaction. Members that are eligible to vote and/or receive consideration may log into https://norcalconversion.com to submit their vote on the Plan and choose the form of consideration they wish to receive.

NORCAL Mutual’s Board strongly encourages members to vote to approve the Plan and further recommends that each Eligible Member elect Choice 1 — receive and sell Conversion Stock to ProAssurance Corporation.

NORCAL Mutual Insurance Company members with questions may contact our Information Agent, Georgeson LLC, at (888) 206-5970 from 6:00 a.m. to 8:00 p.m., Pacific Time, Monday through Friday or Saturday from 9:00 a.m. to 3:00 p.m., Pacific Time.

The documents below contain important information about the proposed transaction.