Markel (NYSE: MKL) CFO updates holdings with stock plan buy and tax withholding

Rhea-AI Filing Summary

Markel Group Inc. Chief Financial Officer Brian J. Costanzo reported routine changes in his Markel holdings. On May 15, 2026, he acquired 30.1277 shares of Common Stock at $1,659.60 per share in an "other" transaction, with a footnote stating these shares were acquired under the non-qualified component of the MKL 2020 Employee Stock Purchase Plan. On the same date, 13.08 shares were disposed of at $1,844.00 per share as a tax-withholding disposition, meaning shares were delivered to cover tax obligations rather than sold in the open market. Following these transactions, he directly owned 1,599.9475 shares of Markel Common Stock. He also indirectly held 226.3230 shares through a 401(k) Plan, with that balance reported as of March 31, 2026.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Costanzo Brian J.

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	13.08	$1,844.00	$24K
Other	Common Stock	30.128	$1,659.60	$50K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 1,599.948 shares (Direct, null); Common Stock — 226.323 shares (Indirect, 401(k) Plan)

Footnotes (1)

1. Shares acquired under the non-qualified component of the MKL 2020 Employee Stock Purchase Plan. The information reported herein is based on the MKL 401(k) plan balance as of March 31, 2026.

Key Figures

ESPP shares acquired: 30.1277 shares ESPP purchase price: $1,659.60/share Tax-withholding shares: 13.08 shares +3 more

6 metrics

ESPP shares acquired 30.1277 shares Common Stock, other transaction on May 15, 2026

ESPP purchase price $1,659.60/share Price for 30.1277 Common Stock shares

Tax-withholding shares 13.08 shares Tax-withholding disposition on May 15, 2026

Tax-withholding price $1,844.00/share Value per share for 13.08 disposed shares

Direct holdings after transactions 1,599.9475 shares Common Stock directly owned following Form 4 transactions

401(k) plan holdings 226.3230 shares Indirect Common Stock holdings as of March 31, 2026

Key Terms

MKL 2020 Employee Stock Purchase Plan, 401(k) Plan, tax-withholding disposition

3 terms

MKL 2020 Employee Stock Purchase Plan financial

"Shares acquired under the non-qualified component of the MKL 2020 Employee Stock Purchase Plan."

401(k) Plan financial

"The information reported herein is based on the MKL 401(k) plan balance as of March 31, 2026."

A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Costanzo Brian J.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/15/2026		F		13.08	D	$1,844	1,599.9475	D
Common Stock	05/15/2026		J		30.1277(1)	A	$1,659.6	1,630.0752	D
Common Stock								226.323	I	401(k) Plan(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares acquired under the non-qualified component of the MKL 2020 Employee Stock Purchase Plan.

2. The information reported herein is based on the MKL 401(k) plan balance as of March 31, 2026.

Remarks:

	/s/ Karen O. Earls, Attorney-in-fact for Brian J. Costanzo	05/19/2026
	** 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)

FAQ

What insider transactions did Markel (MKL) CFO Brian Costanzo report?

Markel CFO Brian Costanzo reported two non-derivative Common Stock entries on May 15, 2026: an acquisition of 30.1277 shares via an employee stock purchase plan and a 13.08-share tax-withholding disposition used to satisfy tax obligations rather than an open-market sale.

How many Markel (MKL) shares does the CFO hold after these transactions?

After the reported May 15, 2026 transactions, Brian Costanzo directly held 1,599.9475 shares of Markel Common Stock. He also indirectly held 226.3230 shares through a 401(k) Plan, with that retirement-plan balance stated as of March 31, 2026 in the disclosure.

What is the nature of the 30.1277 Markel (MKL) shares acquired by the CFO?

The 30.1277 shares were acquired at $1,659.60 per share in an "other" transaction. A footnote explains they were obtained under the non-qualified component of the MKL 2020 Employee Stock Purchase Plan, indicating a compensation-related stock purchase arrangement rather than an open-market buy.

What does the 13.08-share Markel (MKL) tax-withholding disposition mean?

The 13.08 shares at $1,844.00 per share were used for tax withholding, classified as a tax-withholding disposition. This means shares were delivered to cover tax liabilities associated with equity compensation, not sold on the open market as a discretionary sale by the insider.

How are the CFO’s indirect Markel (MKL) holdings reported in this filing?

The filing shows Brian Costanzo indirectly owning 226.3230 Markel shares through a 401(k) Plan. This balance is expressly based on the MKL 401(k) plan account as of March 31, 2026, and is reported separately from his directly held Common Stock shares.