1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2001 MEDICAL ASSURANCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-12129 63-1137505 (State or other jurisdiction of Commission File No.) (IRS Employer incorporation) Identification No.) 100 Brookwood Place, Birmingham, Alabama 35209 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (205) 877-4400 (Former name or former address, if changed since last report) 2 ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements of Business Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. Exhibit Reference Number Exhibit Description ------------------------ ------------------- 99.1 Medical Assurance, Inc.'s press release dated June 25, 2001.* 99.2 Medical Assurance, Inc.'s press release dated June 25, 2001.* ------------------- * Filed herewith ITEM 9. REGULATION FD DISCLOSURE. On June 25, 2001, Medical Assurance issued separate press releases announcing that its shareholders had approved the consolidation of Medical Assurance and Professionals Group, Inc. and the share exchange ratio to be used in the "Combination Election" for the consolidation had been finalized. Such press releases are being furnished with this Current Report on Form 8-K and shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. 3 SIGNATURES 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. MEDICAL ASSURANCE, INC. Date: June 25, 2001 By: /s/ James J. Morello ---------------------------------------- Name: James J. Morello Its: Treasurer (Principal Financial Officer and Principal Accounting Officer)