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RENAISSANCERE HOLDINGS LTD Director's Dealing 2015

Feb 20, 2015

30524_dirs_2015-02-20_79c3dda7-c2ea-488a-b4fe-35fb399f8b53.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: 2015-02-18

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-01-09 Common Stock G 574 $0.00 Acquired 3242 Indirect
2015-01-09 Common Stock G 574 $0.00 Disposed 62384 Direct
2015-02-18 Common Stock D 2936 $103.44 Disposed 59448 Direct
2015-02-18 Common Stock D 2405 $103.44 Disposed 57043 Direct
2015-02-18 Common Stock D 2215 $103.44 Disposed 54828 Direct

Footnotes

F1: Represents gifts made to two separate trusts for the benefits of each of two minor children of the Reporting Person, respectively (the "Trusts"), on January 9, 2015 and which shares may be deemed to be beneficially owned by the Reporting Person.

F2: Represents exclusively shares held by the Trusts, which shares may be deemed to be beneficially owned by the Reporting Person.

F3: Represents cancellation of all of the shares originally comprising the third tranche of the March 1, 2012 grant as a result of the Issuer's Total Shareholder Return ("TSR") for the calendar year 2014 performance period relative to the members of a predetermined peer group reflecting the Committee's determinations of the performance criteria for that tranche. See remarks for additional detail.

F4: Represents cancellation of all of the shares originally comprising the second tranche of the March 1, 2013 grant as a result of the Issuer's TSR for the calendar-year 2014 performance period relative to the members of a predetermined peer group reflecting the Committee's determination of the performance criteria for that tranche. See remarks for additional detail.

F5: Represents cancellation of all of the shares originally comprising the first tranche of the March 3, 2014 grant as a result of the Issuer's TSR for the calendar-year 2014 performance period relative to the members of a predetermined peer group reflecting the Committee's determination of the performance criteria for that tranche. See remarks for additional detail.