0001193125-09-101621 Sample Contracts

FORM OF 2009 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR EXECUTIVE OFFICERS MARKEL CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 6th, 2009 • Markel Corp • Fire, marine & casualty insurance • Virginia

MARKEL CORPORATION (the "Company") grants you (the “Participant”) the opportunity to receive restricted stock units ("Units"). The number of Units will be based on performance conditions as specified below. Until the Vesting Date, except as specifically provided below, the Units are forfeitable and nontransferable. The Compensation Committee of the Company’s Board of Directors (the "Committee") will administer this Agreement and any decision of the Committee will be final and conclusive. Capitalized terms not defined here have the meanings provided in the Markel Corporation Omnibus Incentive Plan (the “Plan”).

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FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT FOR F. MICHAEL CROWLEY MARKEL CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 6th, 2009 • Markel Corp • Fire, marine & casualty insurance • Virginia

MARKEL CORPORATION (the "Company") grants you (the “Participant”) -1,761- restricted stock units ("Units"). Until the Vesting Date, except as specifically provided below, the Units are forfeitable and nontransferable. The Compensation Committee of the Company’s Board of Directors (the "Committee") will administer this Agreement and any decision of the Committee will be final and conclusive. Capitalized terms not defined here have the meanings provided in the Markel Corporation Omnibus Incentive Plan (the “Plan”).

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