FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

SHAPIRO NATHAN
2. Issuer Name and Ticker or Trading Symbol

Protective Insurance Corp [ PTVCA/B ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

111 CONGRESSIONAL BLVD, STE 500
3. Date of Earliest Transaction (MM/DD/YYYY)

5/7/2019
(Street)

CARMEL, IN 46032
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock                  146645   D    
Class A Common Stock                  239296   I   Various   (1)
Class A Common Stock                  751125   I   Various   (2)
Class B Common Stock                  609125   I   Various   (1)
Class B Common Stock                  1799375   I   Various   (2)
Class B Common Stock   5/7/2019     A    3692   (3) A   (3) 109324   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Right to sell (put)     (4)                  12/31/1981     (4) Class B Common   187500     187500   D    
Right to sell (put)     (4)                  12/31/1981     (4) Class A Common   46875     46875   D    

Explanation of Responses:
(1)  Owned by (a) New Horizons, Inc., (44,859 shares of Class A and 26,000 shares of class B) of which the undersigned is controlling stockholder; (b) Illinois Diversified, (21,375 shares of Class A and 85,500 shares of Class B) a general partnership as to which beneficial ownership is held by the undersigned; and (c) NS Associates, Inc., (173,062 shares of Class A and 497,625 shares of Class B) of which the undersigned is the controlling shareholder.
(2)  Owned by (a) Gelbart Fur Dressers (not Inc.), (178,500 shares of Class A and 714,000 shares of Class B) and Jay Ell Company (not Inc.), (41,250 shares of Class A and 165,000 shares of Class B) limited partnerships; (b) Diversified Enterprises (not Inc.), (178,125 shares of Class A and 559,500 shares of Class B) a general partnership; and (c) Shapiro Family L.P. - Gift Share (353,250 shares of Class A and 360,875 shares of Class B); Beneficial ownership is shared by the undersigned and other family members for all shares owned by these entities.
(3)  Shares represent restricted stock granted in lieu of certain cash director's fees. Restricted stock vests and is distributable on May 7, 2020.
(4)  All puts are exercisable at any time at 90% of the Company's most recently published quarterly book value prior to the date of exercise. These rights have no expiration date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
SHAPIRO NATHAN
111 CONGRESSIONAL BLVD
STE 500
CARMEL, IN 46032
X X


Signatures
William Vens on behalf of Nathan Shapiro 5/9/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
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