MARKEL GROUP INC. — Director's Dealing 2012

Feb 22, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARKEL CORP (MKL)
CIK: 0001096343
Period of Report: 2012-02-21

Reporting Person: Glisson Britton L. (Chief Administrative Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-21	Common Stock	A	250	—	Acquired	11308.732	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1308.575	Indirect
Common Stock	712	Indirect

Footnotes

F1: Restricted Stock Units awarded pursuant to the Markel Corporation Omnibus Incentive Plan. Restricted Stock Units will vest on February 21, 2017.

F2: In addition to the award of 250 Restricted Stock Units reported on this Form 4, the total includes 1,668 Restricted Stock Units granted pursuant to the Markel Corporation Omnibus Incentive Plan that will vest, subject to certain conditions, on May 10, 2015. The total also includes 944 other Restricted Stock Units granted pursuant to the Markel Corporation Omnibus Incentive Plan, of which 234 units will vest on December 31, 2012, and 710 units will vest on December 31, 2015.

F3: Holdings under the Markel Corporation 401(K) Plan are reported in units. The information reported herein is based on a plan statement dated as of December 30, 2011 and utilizes the closing stock price on that date of $414.67. As of December 30, 2011, a unit under the Plan represented one share of Common Stock.

F4: Beneficial ownership of securities is disclaimed.