Sec Form 4 Filing - IORDANOU CONSTANTINE @ ARCH CAPITAL GROUP LTD. - 2017-08-01

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)
08/01/2017
(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 06/07/2017 G( 1 ) V 228,862 ( 1 ) D $ 0 0 I By 2010 GRAT
Common Shares, $.0033 par value per share 08/01/2017 M 64,750 A $ 19.293 171,901 D
Common Shares, $.0033 par value per share 08/01/2017 F( 6 ) 12,801 D $ 97.59 159,100 D
Common Shares, $.0033 par value per share 08/02/2017 S( 9 ) 1,400 D $ 98.0185 ( 7 ) 157,700 D
Common Shares, $.0033 par value per share 08/03/2017 S( 9 ) 48,600 D $ 97.8744 ( 10 ) 109,100 D
Common Shares, $.0033 par value per share 201,676 I By 2015 GRAT
Common Shares, $.0033 par value per share 3,297 ( 8 ) I By Limited Liability Company
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 08/01/2017 M 64,750 ( 2 ) 05/06/2019 Common Shares, $.0033 par value per share 64,750 $ 0 40,710 D
Share Appreciation Right $ 19.293 06/07/2017 G V 5,198 ( 3 ) ( 2 ) 05/06/2019 Common Shares, $.0033 par value per share 5,198 $ 0 9,290 ( 3 ) I By 2010 GRAT
Share Appreciation Right $ 19.293 06/07/2017 G V 5,198 ( 3 ) ( 2 ) 05/06/2019 Common Shares, $.0033 par value per share 5,198 $ 0 105,460 ( 3 ) D
Share Appreciation Right $ 23.1 06/07/2017 G V 135,000 ( 1 ) ( 4 ) 05/09/2018 Common Shares, $.0033 par value per share 135,000 $ 0 0 I By 2010 GRAT ( 1 )
Share Appreciation Right $ 19.293 06/07/2017 G V 9,290 ( 1 ) ( 2 ) 05/06/2019 Common Shares, $.0033 par value per share 9,290 $ 0 0 I By 2010 GRAT ( 1 )
Share Appreciation Right $ 24.667 06/07/2017 G V 212,253 ( 1 ) 02/25/2010 02/25/2020 Common Shares, $.0033 par value per share 212,253 $ 0 0 I By 2010 GRAT ( 1 )
Share Appreciation Right $ 25.01 06/07/2017 G V 126,000 ( 1 ) ( 5 ) 05/05/2020 Common Shares, $.0033 par value per share 126,000 $ 0 0 I By 2010 GRAT ( 1 )
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/ Louis Petrillo, Attorney in fact 08/03/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On June 7, 2017, the 2010 GRAT expired. Per the terms of the 2010 GRAT, the trust property, including 228,862 common shares and 482,543 share appreciation rights, was equally distributed to trusts for the benefit of the reporting person's three daughters for which the reporting person is not the trustee.
( 2 )The share appreciation right became exercisable in three equal annual installments commencing May 6, 2010, subject to the applicable award agreement.
( 3 )Immediately prior to the distribution described in FN1 above, on June 7, 2017, 5,198 share appreciation rights (SARs) were distributed from the 2010 GRAT to the reporting person. Such SARs were previously reported as indirectly beneficially held by the 2010 GRAT. Following such distribution, the reporting person owns 105,460 SARs directly and 9,290 SARs indirectly by the 2010 GRAT.
( 4 )The share appreciation right became exercisable in three equal annual installments commencing May 9, 2009, subject to the applicable award agreement.
( 5 )The share appreciation right became exercisable in three equal annual installments commencing May 5, 2011, subject to the applicable award agreement.
( 6 )In connection with the partial exercise of the share appreciation rights award as described in Table II, 12,801 common shares were disposed of in satisfaction of the exercise price.
( 7 )Represents a weighted average sale price; the sales prices range from $98.00 to $98.04. Upon request, the full sale information regarding the number of shares sold at each price increment will be provided to the Commission or to a security holder of the issuer.
( 8 )This form excludes the following common shares previously reported as indirectly owned by the reporting person because of ownership by his daughter, who is now an adult and no longer residing in the reporting person's household: 196,649 common shares held through two limited liability companies and 11,616 common shares owned directly by such daughter.
( 9 )The shares were sold to satisfy state and federal income tax obligations.
( 10 )Represents a weighted average sale price; the sales prices range from $97.75 to $98.03. Upon request, the full sale information regarding the number of shares sold at each price increment will be provided to the Commission or to a security holder of the issuer.

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