Sec Form 4 Filing - Lyons Mark Donald @ ARCH CAPITAL GROUP LTD. - 2016-10-28

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 Lyons Mark Donald 2. Issuer Name and Ticker or Trading Symbol ARCH CAPITAL GROUP LTD. [ ACGL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP,CFO & Treasurer (Last) (First) (Middle) C/O ARCH CAPITAL GROUP LTD., 100 PITTS BAY ROAD, GROUND FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 10/28/2016 (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 10/28/2016 M 5,050 A $ 23.1 195,380 ( 1 ) D Common Shares, $.0033 par value per share 10/28/2016 M 5,000 A $ 25.01 200,380 ( 1 ) D Common Shares, $.0033 par value per share 10/28/2016 M 9,500 A $ 33.913 209,880 ( 1 ) D Common Shares, $.0033 par value per share 10/28/2016 M 9,000 A $ 38.58 218,880 D Common Shares, $.0033 par value per share 10/28/2016 M 5,000 A $ 40.1 223,880 D Common Shares, $.0033 par value per share 10/28/2016 F( 6 ) 21,148 D 202,732 ( 1 ) D Common Shares, $.0033 par value per share 10/28/2016 S( 7 ) 8,000 D $ 77.2203 ( 5 ) 194,732 ( 1 ) D

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 Share Appreciation Right $ 23.1 10/28/2016 M 5,050 ( 4 ) 05/09/2018 Common Shares, $.0033 par value per share 5,050 $ 0 0 D Share Appreciation Right $ 25.01 10/28/2016 M 5,000 ( 3 ) 05/05/2020 Common Shares, $.0033 par value per share 5,000 $ 0 5,000 D Share Appreciation Right $ 33.913 10/28/2016 M 9,500 ( 2 ) 05/06/2021 Common Shares, $.0033 par value per share 9,500 $ 0 9,400 D Share Appreciation Right $ 38.58 10/28/2016 M 9,000 ( 8 ) 05/09/2022 Common Shares, $.0033 par value per share 9,000 $ 0 9,000 D Share Appreciation Right $ 40.1 10/28/2016 M 5,000 ( 9 ) 09/06/2022 Common Shares, $.0033 par value per share 5,000 $ 0 10,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lyons Mark Donald C/O ARCH CAPITAL GROUP LTD. 100 PITTS BAY ROAD, GROUND FLOOR PEMBROKE, D0HM 08 EVP,CFO & Treasurer Signatures /s/ Mark D. Lyons 10/31/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )86,722 of such amount will settle in Issuer's common shares upon the termination of the Reporting Person's employment, as specifically provided in the award agreements. ( 2 )The share appreciation right became exercisable in three equal annual installments commencing May 6, 2012, subject to the applicable award agreement. ( 3 )The share appreciation right became exercisable in three equal annual installments commencing May 5, 2011, subject to the applicable award agreement. ( 4 )The share appreciation right became exercisable in three equal annual installments commencing May 9, 2009, subject to the applicable award agreement. ( 5 )Represents a weighted average sales price; the sales prices range from $77.201 to $77.23. Upon request, the full sale information regarding the number of shares sold at each price increment will be provided to the Commission or to the security holder of the issuer. ( 6 )In connection with the partial exercise of the five share appreciation rights awards as described in Table II, 6,797 common shares were withheld for taxes at a tax price of $77.47 per share. In addition, 14,351 common shares were disposed in satisfaction of the exercise prices (see Table II). The reporting person received a net issuance of 12,402 common shares. ( 7 )A portion of the proceeds will be used to satisfy state and federal tax obligations. ( 8 )The share appreciation right became exercisable in three equal annual installments commencing May 9, 2013, subject to the applicable award agreement. ( 9 )The share appreciation right became exercisable in three equal annual installments commencing September 6, 2013, subject to the applicable award agreement.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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