SEC Form 4 · accession 0001209191-15-022540

RENAISSANCERE HOLDINGS LTD · RNR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1Acquired by the Reporting Person in connection with the Agreement and Plan of Merger, dated as of November 23, 2014 (the "Merger Agreement"), by and among Platinum Underwriters Holdings, Ltd. ("Platinum"), RenaissanceRe Holdings Ltd. (the "RenaissanceRe") and Port Holdings Ltd.
• F2The number of RenaissanceRe common shares reported are subject to adjustment due to possible tax withholding and other factors. As it is not practicable to determine the exact number of RenaissanceRe common shares to be received by the Reporting Person as of the date of this Form 4, once the exact amount of shares is determined, the Reporting Person will file an amendment to this Form 4, if necessary.
• F3Pursuant to the terms of the Merger Agreement, upon closing of the merger, 59,231 Platinum common shares held by the Reporting Person for which a valid election to receive the "share election consideration" was made were converted into the right to receive, for each Platinum common share, approximately $24.66 in cash and 0.4073 RenaissanceRe common shares, subject to reduction for tax withholding. No fractional RenaissanceRe common shares will be issued and in lieu of fractional shares, the Reporting Person will receive cash.

Remarks

See attached footnotes page.