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: Crowley F. Michael (President & Co-COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-21	Common Stock	A	1684	—	Acquired	8523	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	38.473	Indirect

Footnotes

F1: Restricted Stock Units awarded pursuant to the Markel Corporation Omnibus Incentive Plan. Restricted Stock Units will vest on December 31, 2016.

F2: In addition to the award of 1,684 Restricted Stock Units reported on this Form 4, the total includes 2,224 Restricted Stock Units awarded pursuant to the Markel Corporation Omnibus Incentive Plan that will vest, subject to certain conditions, on May 10, 2015. The total also includes 1,673 other Restricted Stock Units awarded pursuant to the Markel Corporation Omnibus Incentive Plan that 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.