8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 23, 2011

XL GROUP

Public Limited Company

(Exact name of registrant as specified in its charter)

Ireland	1-10804		98-0665416
(State or other jurisdiction of incorporation)	(Commission File Number)		(IRS Employer Identification No.)
No. 1 Hatch Street Upper, 4th Floor, Dublin, Ireland		2
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: +353 (1) 405-2033

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

□ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

□ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

XL Group plc (the “Company”) announced that its Chief Financial Officer, Irene M. Esteves, will be leaving the Company following a transition period to pursue an opportunity with a Fortune 150 Company outside the insurance industry. The Company will initiate a search for Ms. Esteves’ replacement.

On May 23, 2011, the Company issued the press release attached as Exhibit 99.1 and incorporated by reference herein.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed herewith:

Exhibit No.	Description
99.1	Press Release (“XL Group plc Announces Departure of CFO”) dated May 23, 2011.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 26, 2011

XL Group plc

By:  /s/ James H. Veghte                
Name: James H. Veghte
Title: Executive Vice President, Chief Executive
of Reinsurance Operations

EX-99.1

Exhibit 99.1

 

XL Group plc

XL House
One Bermudiana Road

Hamilton HM 08
Bermuda
Phone (441) 292-8515

Fax (441) 292-5280

Press Release

Contact:	David Radulski	Elliott Bundy
	Investor Relations	Media Relations
	(441) 294-7460	(347) 561-0276

XL Group plc Announces Departure of CFO

HAMILTON, Bermuda, May 23, 2011 – XL Group plc (NYSE: XL) ("XL" or the "Company") announced today that Irene M. Esteves will be leaving the company following a transition period to pursue an opportunity with a Fortune 150 Company outside the insurance industry.

XL will initiate a search for Ms. Esteves’ replacement. Mike McGavick, Chief Executive Officer of XL, stated, “Irene has made many contributions to XL during her tenure. Irene has been presented with an extraordinary opportunity. We’ve always recognized that hiring the highest caliber executives comes with some risk, and to us this simply illustrates just how talented our team is. We thank Irene for the impact she made while at XL, wish her all the best and look forward to a smooth transition.”

Esteves stated, “I am honored to have served as XL’s CFO, have great respect for the team, and am confident in the company’s bright future. Simply put, this was an offer I couldn’t pass up. XL has a deep finance team and I am committed to ensuring a seamless transition over the coming months.”

About XL

XL was formed in 1986 in response to the unmet risk management needs of 68 of the world's largest companies. This year, as XL celebrates its 25th anniversary, it remains the company clients look to for innovative insurance and reinsurance solutions for their most complex risks. XL Group plc, through its subsidiaries, is a global insurance and reinsurance company providing property, casualty, and specialty products to industrial, commercial, and professional firms, insurance companies and other enterprises on a worldwide basis. Its principal offices are located at No. 1 Hatch Street Upper, 4th Floor, Dublin 2, Ireland. More information about XL Group plc is available at www.xlgroup.com.