ARCH CAPITAL GROUP LTD. — Director's Dealing 2014

Feb 21, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ARCH CAPITAL GROUP LTD. (ACGL)
CIK: 0000947484
Period of Report: 2014-02-19

Reporting Person: Lyons Mark Donald (EVP,CFO & Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-19	Common Shares, $.0033 par value per share	M	10000	$13.00	Acquired	225517	Direct
2014-02-19	Common Shares, $.0033 par value per share	S	10000	$55.7299	Disposed	215517	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-19	Stock Option (right to buy)	$13.00	M	10000	Disposed	2014-09-22	Common Shares, $.0033 par value per share (10000)	Direct

Footnotes

F1: Represents a weighted average sales price; the sales prices range from $55.25 to $56.11. 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.

F2: The stock option became exercisable in three equal annual installlments, commencing on September 22, 2004, subject to the applicable award agreement.

F3: 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.

F4: A portion of the proceeds will be used to satisfy state and federal tax obligations.

F5: Represents the reporting person's current beneficial holdings thereby correcting two Form 4s filed on September 9, 2013 and October 31, 2013, respectively. The two Form 4s incorrectly reported the sale of 10,000 common shares on September 5, 2013 and 26,000 common shares on October 30, 2013, when in fact the underlying shares sold were acquired from the exercise of a portion of the stock option granted on September 22, 2004 at a strike price of $13.00 per share.

F6: Represents the reporting person's current ownership of the stock option granted on September 22, 2004. As described in footnote 5, the reporting person exercised and sold portions of the stock option granted on September 22, 2004 on September 5, 2013 and October 30, 2013. Following the exercise and sale on February 19, 2014, the reporting person has 2,000 stock options remaining from this grant.