-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JToyozKhuLHn4vPoRhgkGmtxnnTISaZnRBq4G3jgGiaYCt5B6ePo4ZXCQ8tZY2l/ 06otSd0jKrRawrcwOBcTrg== 0001181431-09-046648.txt : 20091005 0001181431-09-046648.hdr.sgml : 20091005 20091005130829 ACCESSION NUMBER: 0001181431-09-046648 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091001 FILED AS OF DATE: 20091005 DATE AS OF CHANGE: 20091005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MARTIN DARRELL D CENTRAL INDEX KEY: 0001184576 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15811 FILM NUMBER: 091104851 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MARKEL CORP CENTRAL INDEX KEY: 0001096343 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 541959284 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4521 HIGHWOODS PARKWAY CITY: GLEN ALLEN STATE: VA ZIP: 23060-3382 BUSINESS PHONE: 8047470136 MAIL ADDRESS: STREET 1: 4551 COX RD CITY: GLEN ALLEN STATE: VA ZIP: 23060 FORMER COMPANY: FORMER CONFORMED NAME: MARKEL HOLDINGS INC DATE OF NAME CHANGE: 19991005 3 1 rrd253764.xml X0203 3 2009-10-01 0 0001096343 MARKEL CORP MKL 0001184576 MARTIN DARRELL D C/O MARKEL CORPORATION 4521 HIGHWOODS PKWY GLEN ALLEN VA 23060 1 0 0 0 Common Stock 20803 D Common Stock 3488.922 I 401(K) Plan Common Stock 3500 I By Spouse Contract 2010-02-01 2010-02-01 Common Stock 5000 D 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 September 30, 2009 and utilizes the closing stock price on that date of $329.82. As of 9/30/2009, a unit under the Plan represented one share of Common Stock. Beneficial ownership of securities is expressly disclaimed. On January 31, 2007, Mr. Martin entered into a Prepaid Forward Agreement ("Forward Agreement") relating to the forward sale of 5000 shares of common stock of Markel Corporation ("Common Stock"). On January 31, 2007, the counterparty to the Forward Agreement sold 5000 shares of Common Stock into the public market at a weighted average per-share price equal to $486.00 (the "Floor Price"). The Forward Agreement provides that three business days after February 1, 2010 (the "Maturity Date'), Mr. Martin will deliver to the counterparty to the Forward Agreement a number of shares of Common Stock (or, at the election of Mr. Martin, the cash equivalent of such shares) based on an agreed formula. The agreed formula provides that (a) if the closing price per share of Common Stock on the Maturity Date ("Final Price") is less than the Floor Price, Mr. Martin will deliver 5000 shares; (b) if the Final Price is equal to or greater than the Floor Price but less than or equal to $972.00 (the "Cap Price"), Mr. Martin will deliver a number of shares equal to the Floor Price/Final Price x 5000; and (c) if the Final Price is greater than the Cap Price, Mr. Martin will deliver a number of shares equal to the product of the sum of [(Floor Price/Final Price) + ((Final Price - Cap Price)/Final Price)] x 5000. In consideration of the Forward Agreement, Mr. Martin received a price of $1,868,670. Linda S. Rotz, Attorney-in-fact for Darrell D. Martin 2009-10-05 EX-24.1 2 rrd227181_256605.htm POWER OF ATTORNEY CONFIRMING STATEMENT rrd227181_256605.html 
CONFIRMING STATEMENT
This Statement confirms that the undersigned has authorized 
and designated D. Michael Jones, Richard R. Whitt, III, 
Linda S. Rotz, or Kathy Robinson (each an "Authorized Signer") 
to execute and file (in any permitted format) on the undersigned's 
behalf all forms 3, 4 and 5 (including any amendments thereto) 
that the undersigned may be required to file with the United States 
Securities and Exchange Commission as a result of the undersigned's 
ownership of, or transactions in, securities of Markel Corporation.  
Each Authorized Signer is authorized to obtain CIK and EDGAR access 
codes and take all such other actions as may be necessary or desirable 
to permit electronic filings of such forms.  The authority of each 
Authorized Signer under this Statement shall continue until the 
undersigned is no longer required to file forms 3, 4 or 5 with regard 
to the undersigned's ownership of, or transactions in, securities of 
Markel Corporat
ion, unless earlier revoked in writing.  The undersigned 
acknowledges that none of the Authorized Signers or Markel Corporation 
are assuming any of the undersigned's responsibilities to comply with 
Section 16 of the Securities Exchange Act of 1934.

Date:  September 10, 2009                        /s/ Darrell D. Martin 
                                                Signature
                                           &nb
sp;    Darrell D. Martin                              
                                                Print Name
-----END PRIVACY-ENHANCED MESSAGE-----