Sec Form 4 Filing - IORDANOU CONSTANTINE @ ARCH CAPITAL GROUP LTD. - 2017-05-08

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 & CEO
(Last) (First) (Middle)
C/O ARCH CAPITAL GROUP LTD., WATERLOO HOUSE,100 PITTS BAY ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/08/2017
(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 05/08/2017 A 47,500 A 207,151 D
Common Shares, $.0033 par value per share 201,676 I By 2015 GRAT
Common Shares, $.0033 par value per share 228,862 I By 2010 GRAT
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 par 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
Share Appreciation Right $ 19.293 03/31/2017 G V 6,962 ( 2 ) ( 3 ) 05/06/2019 Common Shares, $.0033 par value per share 6,962 $ 0 14,488 ( 2 ) I By 2010 GRAT
Share Appreciation Right $ 19.293 03/31/2017 G V 6,962 ( 2 ) ( 3 ) 05/06/2019 Common Shares, $.0033 par value per share 6,962 $ 0 100,262 ( 2 ) D
Stock Option (right to buy) $ 96.26 05/08/2017 A 47,500 ( 4 ) 05/08/2027 Common Shares, $.0033 par value per share 47,500 $ 0 47,500 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 & CEO
Signatures
/s/ Constantine Iordanou 05/09/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents restricted share units that vest in three equal annual installments on May 8th in each of 2018, 2019 and 2020, subject to the applicable award agreement.
( 2 )On March 31, 2017, 6,962 share appreciation rights were distributed from the 2010 GRAT. Such share appreciation rights were previously reported as indirectly beneficially held by the 2010 GRAT. Following such distribution, the reporting person owns 100,262 share appreciation rights directly and 14,488 indirectly by the 2010 GRAT.
( 3 )The Share Appreciation Right became exercisable in three equal annual installments commencing May 6, 2009, subject to the applicable award agreement.
( 4 )The stock option will become exercisable in three equal annual installments, with the first installment becoming exercisable on May 8, 2018 and the next two installments on May 8, 2019 and May 8, 2020, 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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