Markel Group (NYSE: MKL) director granted 89 restricted shares and updates holdings

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Leopold Diane reported acquisition or exercise transactions in this Form 4 filing.

MARKEL GROUP INC. director Diane Leopold reported a compensation-related stock grant and updated holdings. She received 89 shares of Common Stock as a restricted stock award at $0.00 per share under the MKL 2024 Equity Incentive Compensation Plan, bringing her direct holdings to 2,279.0993 shares. The restricted shares will vest, subject to certain conditions, on May 20, 2027. The filing also reflects 550 shares of Common Stock held indirectly through her spouse, for which beneficial ownership is expressly disclaimed.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Leopold Diane

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	89	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 2,279.099 shares (Direct, null); Common Stock — 550 shares (Indirect, By Spouse)

Footnotes (1)

Restricted stock granted pursuant to the MKL 2024 Equity Incentive Compensation Plan. Shares will vest, subject to certain conditions, May 20, 2027. Beneficial ownership of securities is expressly disclaimed.

Key Figures

Restricted stock grant: 89 shares Grant price: $0.00 per share Direct holdings after grant: 2,279.0993 shares +2 more

5 metrics

Restricted stock grant 89 shares Common Stock granted as award on May 20, 2026

Grant price $0.00 per share Price for restricted stock award

Direct holdings after grant 2,279.0993 shares Common Stock directly owned following transaction

Indirect spouse-held shares 550 shares Common Stock held indirectly by spouse; beneficial ownership disclaimed

Vesting date May 20, 2027 Restricted stock vests subject to certain conditions

Key Terms

Restricted stock, MKL 2024 Equity Incentive Compensation Plan, Beneficial ownership, Grant, award, or other acquisition, +1 more

5 terms

Restricted stock financial

"Restricted stock granted pursuant to the MKL 2024 Equity Incentive Compensation Plan."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

MKL 2024 Equity Incentive Compensation Plan financial

"Restricted stock granted pursuant to the MKL 2024 Equity Incentive Compensation Plan."

Beneficial ownership financial

"Beneficial ownership of securities is expressly disclaimed."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Indirect ownership financial

"nature_of_ownership: By Spouse; ownership_type: indirect"

Form 4 Insider Transactions: What Each Field Means →

05/22/2026 - 04:32 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Leopold Diane

(Last)

(First)

(Middle)

C/O MARKEL GROUP INC.

4521 HIGHWOODS PARKWAY

(Street)

GLEN ALLEN

VIRGINIA

23060

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MARKEL GROUP INC. [ MKL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/20/2026		A⁽¹⁾		89	A	$0	2,279.0993	D
Common Stock								550	I	By Spouse⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Restricted stock granted pursuant to the MKL 2024 Equity Incentive Compensation Plan. Shares will vest, subject to certain conditions, May 20, 2027.

2. Beneficial ownership of securities is expressly disclaimed.

Remarks:

	/s/ Karen O. Earls, Attorney-in-fact for Diane Leopold	05/22/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Diane Leopold report at MARKEL GROUP INC. (MKL)?

Diane Leopold reported receiving 89 shares of MARKEL GROUP INC. Common Stock as a restricted stock grant. The award was granted at $0.00 per share as compensation and is part of the MKL 2024 Equity Incentive Compensation Plan, rather than an open-market purchase.

How many MKL shares does Diane Leopold hold after this Form 4 filing?

After the reported grant, Diane Leopold directly holds 2,279.0993 shares of MARKEL GROUP INC. Common Stock. The filing also lists 550 shares held indirectly by her spouse, separate from her direct holdings, with beneficial ownership of those indirect shares expressly disclaimed.

What are the vesting terms of Diane Leopold’s new MKL restricted stock award?

The 89 restricted shares granted to Diane Leopold will vest on May 20, 2027, subject to certain conditions. Until vesting, the award remains restricted stock granted under the MKL 2024 Equity Incentive Compensation Plan rather than fully unrestricted common shares.

Was Diane Leopold’s MKL transaction a market purchase or sale of stock?

The transaction was not a market purchase or sale. It was coded as an “A” transaction, meaning a grant, award, or other acquisition of 89 restricted shares at $0.00, reflecting equity compensation rather than buying or selling shares on the open market.

How are Diane Leopold’s indirect MKL holdings by her spouse disclosed?

The filing shows 550 shares of MARKEL GROUP INC. Common Stock held indirectly through her spouse, labeled as “By Spouse.” A footnote states that beneficial ownership of these securities is expressly disclaimed, clarifying the nature of her economic interest in those shares.