X0304 4 2012-02-28 0 0000875159 XL GROUP PLC XL 0001512576 Robb Stephen ONE BERMUDIANA ROAD HAMILTON D0 HM08 BERMUDA 0 1 0 0 Corporate Controller Ordinary Shares 2012-02-28 4 M 0 5109 0.00 A 17873 D Ordinary Shares 2012-02-28 4 M 0 216 0.00 A 18089 D Ordinary Shares 2012-02-28 4 M 0 3569 0.00 A 21658 D Ordinary Shares 2012-02-28 4 M 0 75 0.00 A 21733 D Dividend Equivalent Rights 2012-02-28 4 M 0 216 D Ordinary Shares 216 217.94 D Dividend Equivalent Rights 2012-02-28 4 M 0 75 D Ordinary Shares 75 150.44 D Restricted Stock Units 2012-02-28 4 M 0 5109 D Ordinary Shares 5109 5109 D Restricted Stock Units 2012-02-28 4 M 0 3569 D Ordinary Shares 3569 7138 D Restricted Stock Units 2012-02-28 4 A 0 13344 A Ordinary Shares 13344 13344 D Shares acquired in relation to the 2010 restricted stock unit award vesting. Each restricted stock unit represents a contingent right to recieve one XL ordinary share. Shares acquired in relation to the 2010 dividend equivalent units award vesting. Settlement of dividend equivalent rights in connection with vesting of restricted stock units. The rights accrued when and as dividends were paid on XL ordinary shares. Each dividend equivalent right is the economic equivalent of one XL ordinary share. Shares acquired in relation to the 2011 restricted stock unit award vesting. Shares acquired in relation to the 2011 dividend equivalent units award vesting. Restricted stock units granted on February 28, 2010 vest in three equal annual installments on each anniversary of the grant date (February 28, 2011, 2012 and 2013), provided the reporting person's employment continues through such vesting dates. Restricted stock units granted on February 28, 2011 vest in three equal annual installments on each anniversary of the grant date (February 28, 2012, 2013 and 2014), provided the reporting person's employment continues through such vesting dates. Restricted stock units granted on February 28, 2012 will vest in three equal annual installments on each anniversary of the grant date (February 28, 2013, 2014 and 2015), provided the reporting person's employment continues through such vesting dates. John Kelly, Attorney in Fact for Stephen Robb 2012-03-01