WHITE MOUNTAINS INSURANCE GROUP LTD FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

ITEM 5.07 Submission of Matters to a Vote of Security Holders.

White Mountains Insurance Group, Ltd. (the "Company") held its 2012 Annual General Meeting of Members (the "2012 Annual Meeting") on May 24, 2012 in Bermuda.

As of March 30, 2012, the record date for the 2012 Annual Meeting, a total of 6,638,873 common shares were eligible to vote; however, in accordance with the Company's Bye-laws, direct and constructive holders of common shares (other than John J. Byrne and his affiliates except in connection with director voting) whose votes would otherwise confer 10% or more of the votes conferred by all the issued shares of the Company are subject to a cut-back that reduces their total voting power to under 10%. The results of the vote, after applying the voting cut-backs which are required by the Company's Bye-laws, are presented below.

Proposal 1 - Election of the Class III Directors to a term ending in 2015.

   Nominee:                Votes FOR   Votes Withheld   Broker Non-votes Howard L. Clark, Jr.    3,738,416          166,672            398,532 A. Michael Frinquelli   3,884,108           20,980            398,532 Allan L. Waters         3,783,544          121,544            398,532     Proposal 2 - Election of Directors of Sirius International Insurance Corporation.    Nominee:                Votes FOR   Votes Withheld   Broker Non-votes Lars Ek                 3,892,967           12,121            398,532 Brian E. Kensil         3,892,981           12,107            398,532 Göran A. Thorstensson   3,893,068           12,020            398,532 Allan L. Waters         3,862,973           42,115            398,532    

Proposal 3 - Election of Directors of Scandinavian Reinsurance Company Ltd.

   Nominee:              Votes FOR   Votes Withheld   Broker Non-votes Christine H. Repasy   3,893,523           12,565            398,532 Warren J. Trace       3,892,964           13,124            398,532 Allan L. Waters       3,862,663           43,425            398,532     Proposal 4 - Election of Directors of White Mountains Life Reinsurance (Bermuda) Ltd.    Nominee:            Votes FOR   Votes Withheld   Broker Non-votes Raymond Barrette    3,879,601           26,487            398,532 David T. Foy        3,893,135           12,953            398,532 Jennifer L. Pitts   3,893,563           12,525            398,532 Warren J. Trace     3,892,887           13,201            398,532    

Proposal 5 - Election of Directors of White Shoals Re Ltd.

   Nominee:              Votes FOR   Votes Withheld   Broker Non-votes Christine H. Repasy   3,893,246           11,842            398,532 Warren J. Trace       3,892,909           12,179            398,532 Allan L. Waters       3,862,386           42,702            398,532                                            2 

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Proposal 6 - Election of Directors of Star Re Ltd.

   Nominee:                Votes FOR   Votes Withheld   Broker Non-votes Christine H. Repasy     3,892,786           12,302            398,532 Göran A. Thorstensson   3,893,400           11,688            398,532 Warren J. Trace         3,893,360           11,728            398,532 Allan L. Waters         3,862,326           42,762            398,532    

Proposal 7 - Election of Directors of White Mountains Re Sirius Capital Ltd.

   Nominee:                Votes FOR   Votes Withheld   Broker Non-votes Michael Dashfield       3,893,438           12,650            398,532 Lars Ek                 3,893,490           12,598            398,532 Göran A. Thorstensson   3,893,091           12,997            398,532 Allan L. Waters         3,862,666           43,422            398,532    

Proposal 8 - Election of Directors for Any New Designated Subsidiary.

   Nominee:            Votes FOR   Votes Withheld   Broker Non-votes Raymond Barrette    3,881,181           23,907            398,532 David T. Foy        3,893,067           12,021            398,532 Jennifer L. Pitts   3,893,366           11,722            398,532 Warren J. Trace     3,893,334           11,754            398,532    

Proposal 9 - Approval of the advisory resolution on executive compensation.

   Votes FOR   Votes Against   Abstained   Broker Non-votes 4,666,144          39,372       9,875            398,532    

Proposal 10 - Approval of the appointment of PricewaterhouseCoopers LLP as the Company's Independent Registered Accounting Firm for 2012.

   Votes FOR   Votes Against   Abstained 5,093,685          18,370       1,868                                            3 

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