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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 3, 2026
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MARKEL GROUP INC.
(Exact name of registrant as specified in its charter)
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| Virginia | 001-15811 | 54-1959284 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (IRS Employer
Identification No.) |
4521 Highwoods Parkway, Glen Allen, Virginia 23060-6148
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (804) 747-0136
Not Applicable
(Former name or former address, if changed since last report)
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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:
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
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| Common Stock, no par value | MKL | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Retirement of Steven A. Markel as Chairman of the Board; Appointment of Thomas S. Gayner as Chairman of the Board; Appointment of Simon Wilson and Andrew G. Crowley as Co-Presidents
On September 8, 2026, Markel Group Inc. (the Company) issued a press release announcing that Steven A. Markel, the Company's Chairman of the Board of Directors, provided notice to the Company on September 3, 2026, that (i) he will not stand for re-election as a member of the Board at the 2027 Annual Meeting of Shareholders; and (ii) he will retire as Chairman of the Board (Chairman) upon appointment of his successor.
The Company also announced in the press release that the Board appointed, on and effective September 8, 2026:
•Thomas S. Gayner, current Director and Chief Executive Officer of the Company, to the additional role of Chairman, succeeding Mr. Markel.
•Simon Wilson, current Executive Vice President and Chief Executive Officer, Markel Insurance, as Co-President and Chief Executive Officer, Markel Insurance; and
•Andrew G. Crowley, current Executive Vice President and President, Markel Ventures, as Co-President and Chief Executive Officer, Markel Ventures.
A copy of the press release making these announcements is furnished as Exhibit 99.1 to this Form 8-K.
Compensation Changes for Certain Executive Officers
On and effective September 8, 2026, the Compensation Committee of the Board approved increases in base salary for:
•Mr. Gayner, from $1,100,000 to $1,210,000;
•Mr. Wilson, from $897,967 to $1,083,5201; and
•Mr. Crowley, from $530,000 to $700,000.
1 Mr. Wilson is paid in Great British Pounds (GBP). Base salary disclosed for Mr. Wilson in United States Dollars (USD) is based on the conversion rate at September 7, 2026 of 1 GBP to 1.3544 USD.
The Board established a Leadership Council, consisting of the Chairman and CEO, the Lead Independent Director, and the Co-Presidents, which is designed to facilitate regular coordination among independent Board leadership and senior management, and enhance the Board and management’s review of the Company’s strategy, performance, and capital allocation.
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| Item 9.01 | Financial Statements and Exhibits. |
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| Exhibit No. | Description |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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| MARKEL GROUP INC. |
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| September 8, 2026 | By: | | /s/ Richard R. Grinnan |
| Name: | | Richard R. Grinnan |
| Title: | | Senior Vice President, Chief Legal Officer and Secretary |