Sec Form 4 Filing - IORDANOU CONSTANTINE @ ARCH CAPITAL GROUP LTD. - 2015-05-14

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
IORDANOU CONSTANTINE
2. Issuer Name and Ticker or Trading Symbol
ARCH CAPITAL GROUP LTD. [ ACGL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman, President & CEO
(Last) (First) (Middle)
C/O ARCH CAPITAL GROUP LTD., WATERLOO HOUSE,100 PITTS BAY ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/14/2015
(Street)
PEMBROKE, D0HM 08
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Shares, $.0033 par value per share 05/14/2015 G V 1,323 D $ 0 364,025 D
Common Shares, $.0033 par value per share 05/18/2015 G V 200 D $ 0 363,825 D
Common Shares, $.0033 par value per share 120,000 ( 3 ) I ( 3 ) By 2015 GRAT ( 3 )
Common Shares, $.0033 par value per share 243,825 ( 3 ) D
Common Shares, $.0033 par value per share 12/15/2015 G V 800 D $ 0 243,025 D
Common Shares, $.0033 par value per share 83,333 I By Limited Liability Company
Common Shares, $.0033 par value per share 116,613 I By Limited Liability Company
Common Shares, $.0033 pa r value per share 11,616 I By child
Series C Non-Cumulative Preferred Shares (non-convertible) 6,000 D
Series C Non-Cumulative Preferred Shares (non-convertible) 1,800 I By spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 18.757 06/30/2015 G V 11,115 ( 2 ) ( 1 ) 02/23/2016 Common Shares, $.0033 par value per share 238,217 $ 0 238,217 ( 2 ) I By 2010 GRAT
Stock Option (right to buy) $ 18.757 06/30/2015 G V 11,115 ( 2 ) ( 1 ) 02/23/2016 Common Shares, $.0033 par value per share 11,115 $ 0 153,053 ( 2 ) D
Stock Option (right to buy) $ 18.76 ( 1 ) 02/23/2016 Common Shares, $.0033 par value per share 153,053 ( 4 ) 153,053 ( 4 ) I ( 4 ) By 2015 GRAT
Share Appreciation Right $ 59.16 02/27/2015 02/27/2025 Common Shares, $.0033 par value per share 149,556 ( 4 ) 149,556 ( 4 ) I ( 4 ) By 2015 GRAT
Share Appreciation Right $ 62.51 ( 5 ) 05/12/2025 Common Shares, $.0033 par value per share 58,110 ( 4 ) 58,110 ( 4 ) I ( 4 ) By 2015 GRAT
Stock Option (right to buy) $ 18.757 09/30/2015 G V 9,860 ( 6 ) ( 1 ) 02/23/2016 Common Shares, $.0033 par value per share 9,860 $ 0 228,357 I By 2010 GRAT
Stock Option (right to buy) $ 18.757 09/30/2015 G V 9,860 ( 6 ) ( 1 ) 02/23/2016 Common Shares, $.0033 par value per share 9,860 $ 0 9,860 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
IORDANOU CONSTANTINE
C/O ARCH CAPITAL GROUP LTD.
WATERLOO HOUSE,100 PITTS BAY ROAD
PEMBROKE, D0HM 08
X Chairman, President & CEO
Signatures
/s/ Constantine Iordanou 12/16/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The stock option became exercisable in three equal annual installments with the first installment being exercisable on February 23, 2007 and the second and third installments being exercisable on February 23, 2008 and February 23, 2009.
( 2 )On June 30, 2015, 11,115 stock options were distributed from the 2010 GRAT. Such options were previously reported as indirectly beneficially held by the 2010 GRAT. Following such distribution, the reporting person owns 153,053 stock options directly and 238,217 stock options indirectly by the 2010 GRAT.
( 3 )On August 7, 2015, the reporting person contributed 120,000 common shares to a grantor retained annuity trust (the "2015 GRAT"). Such common shares were previously reported as directly beneficially owned by the reporting person. Following this contribution to the 2015 GRAT the reporting person has direct beneficial ownership of 243,825 common shares and indirect beneficial ownership of 120,000 common shares.
( 4 )The stock options and share appreciation rights were previously reported as directly beneficially owned by the reporting person but were contributed to the 2015 GRAT on August 7, 2015.
( 5 )The share appreciation right became exercisable in three equal annual installments with the first installment being exercisable on May 12, 2016 and the second and third installments being exercisable on May 12, 2017 and May 12, 2018.
( 6 )On September 30, 2015, 9,860 stock options were distributed from the 2010 GRAT. Such options were previously reported as indirectly beneficially held by the 2010 GRAT. Following such distribution, the reporting person owns 9,860 stock options directly and 228,357 stock options indirectly by the 2010 GRAT.

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