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RENAISSANCERE HOLDINGS LTD Director's Dealing 2012

Feb 23, 2012

30524_dirs_2012-02-23_7d317e26-367b-40d0-b6bd-d654f4306876.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RENAISSANCERE HOLDINGS LTD (RNR)
CIK: 0000913144
Period of Report: 2012-02-21

Reporting Person: Weinstein Stephen Howard (SVP, General Counsel & Secty)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-02-21 Common Stock D 529 $73.52 Disposed 107884 Direct
2012-02-21 Common Stock F 636 $73.52 Disposed 107248 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 5946 Indirect

Footnotes

F1: Represents 529 Performance Shares cancelled from a maximum of 3,077 Performance Shares eligible to vest as a result of the Registrant's Total Shareholder Return for the calendar-year 2011 performance period relative to the members of a predetermined peer group. See Remarks below.

F2: Represents exclusively shares withheld by the Registrant in respect of payment of withholding tax liability incurred upon the vesting of the Performance Shares.

F3: Represents exclusively shares held by two separate trusts for the benefit of each of two minor children of the Reporting Person, respectively (the "Trusts"), which shares may be deemed to be beneficially owned by the Reporting Person.