Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

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Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information.

The common shares of Group trade on the New York Stock Exchange under the symbol, “RE”. The quarterly high and low market prices of Group’s common shares for the periods indicated were:

20122011
HighLowHighLow
First Quarter$93.87$83.35$90.58$81.61
Second Quarter105.1392.4593.7680.55
Third Quarter110.89100.3083.4773.50
Fourth Quarter114.60101.7292.6076.63

Number of Holders of Common Shares.

The number of record holders of common shares as of February 1, 2013 was 92. That number does not include the beneficial owners of shares held in “street” name or held through participants in depositories, such as The Depository Trust Company.

Dividend History and Restrictions.

In 1995, the Board of Directors of the Company established a policy of declaring regular quarterly cash dividends and has paid a regular quarterly dividend in each quarter since the fourth quarter of 1995. The Company declared and paid its regular quarterly cash dividend of $0.48 per share for each of the four quarters of 2012 and 2011. On February 20, 2013, the Company’s Board of Directors declared a dividend of $0.48 per share, payable on or before March 20, 2013 to shareholders of record on March 6, 2013.

The declaration and payment of future dividends, if any, by the Company will be at the discretion of the Board of Directors and will depend upon many factors, including the Company’s earnings, financial condition, business needs and growth objectives, capital and surplus requirements of its operating subsidiaries, regulatory restrictions, rating agency considerations and other factors. As an insurance holding company, the Company is partially dependent on dividends and other permitted payments from its subsidiaries to pay cash dividends to its shareholders. The payment of dividends to Group by Holdings and to Holdings by Everest Re is subject to Delaware regulatory restrictions and the payment of dividends to Group by Bermuda Re is subject to Bermuda insurance regulatory restrictions. See “Regulatory Matters – Dividends” and ITEM 8, “Financial Statements and Supplementary Data” - Note 15 of Notes to Consolidated Financial Statements.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

Issuer Purchases of Equity Securities
(a)(b)(c)(d)
Maximum Number (or
Total Number ofApproximate Dollar
Shares (or Units)Value) of Shares (or
Purchased as PartUnits) that May Yet
Total Number ofof PubliclyBe Purchased Under
Shares (or Units)Average Price PaidAnnounced Plans orthe Plans or
PeriodPurchasedper Share (or Unit)ProgramsPrograms (1)
January 1 - 31, 2012-$--2,274,947
February 1 - 29, 2012587,469$89.5178558,4006,716,547
March 1 - 31, 2012819,029$91.5741819,0295,897,518
April 1 - 30, 2012-$--5,897,518
May 1 - 31, 2012477,098$100.0171476,0005,421,518
June 1 - 30, 2012514,957$101.7417514,9574,906,561
July 1 - 31, 201274,135$104.9270-4,906,561
August 1 - 31, 2012-$--4,906,561
September 1 - 30, 2012232,355$109.2467229,1004,677,461
October 1 - 31, 2012-$--4,677,461
November 1 - 30, 2012252,927$107.1269252,0644,425,397
December 1 - 31, 2012143,507$108.9761118,8754,306,522
Total3,101,477$-2,968,4254,306,522

(1) On September 21, 2004, the Company’s board of directors approved an amended share repurchase program authorizing the Company and/or its subsidiary Holdings to purchase up to an aggregate of 5,000,000 of the Company’s common shares through open market transactions, privately negotiated transactions or both. On July 21, 2008, the Company’s executive committee of the board of directors approved an amendment to the September 21, 2004 share repurchase program authorizing the Company and/or its subsidiary Holdings to purchase up to an aggregate of 10,000,000 of the Company’s common shares (recognizing that the number of shares authorized for repurchase has been reduced by those shares that have already been purchased) in open market transactions, privately negotiated transactions or both. On February 24, 2010, the Company’s executive committee of the board of directors approved an amendment to the September 21, 2004, share repurchase program and the July 21, 2008, amendment authorizing the Company and/or its subsidiary Holdings, to purchase up to 15,000,000 of the Company’s common shares (recognizing that the number of shares authorized for repurchase has been reduced by those shares that have already been purchased) in open market transactions, privately negotiated transactions or both. On February 22, 2012, the Company’s executive committee of the Board of Directors approved an amendment to the September 21, 2004 share repurchase program, the July 21, 2008 amendment and the February 24, 2010 amendment authorizing the Company and/or its subsidiary Holdings, to purchase up to 20,000,000 of the Company’s common shares (recognizing that the number of shares authorized for repurchase has been reduced by those shares that have already been purchased) in open market transactions, privately negotiated transactions or both. Through February 22, 2013, the Company purchased an additional 916,993 shares as part of the share repurchase program

Recent Sales of Unregistered Securities.

None.

Performance Graph.

The following Performance Graph compares cumulative total shareholder returns on the Common Shares (assuming reinvestment of dividends) from December 31, 2007 through December 31, 2012, with the cumulative total return of the Standard & Poor’s 500 Index and the Standard & Poor’s Insurance (Property and Casualty) Index.

12/0712/0812/0912/1012/1112/12
Everest Re Group, Ltd.100.0077.6789.7190.9792.23122.94
S&P 500100.0063.0079.6791.6793.61108.59
S&P Property & Casualty Insurance100.0070.5979.3086.3986.18103.51
*$100 invested on 12/31/07 in stock or index, including reinvestment of dividends.
Fiscal year ending December 31.
Copyright© 2013 S&P, a division of The McGraw-Hill Companies Inc. All rights reserved.

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