RENAISSANCERE HOLDINGS LTD — Director's Dealing 2012

Jan 4, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RENAISSANCERE HOLDINGS LTD (RNR)
CIK: 0000913144
Period of Report: 2011-12-31

Reporting Person: KELLY JEFFREY D (EVP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-31	Common Stock	D	1492	$74.37	Disposed	75083	Direct
2011-12-31	Common Stock	F	997	$74.37	Disposed	74086	Direct

Footnotes

F1: Represents 1,492 Performance Shares cancelled from a maximum of 4,342 Performance Shares eligible to vest as a result of the Registrant's Total Shareholder Return for the calendar-year 2010 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.