ARCH CAPITAL GROUP LTD. — Director's Dealing 2016

May 17, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ARCH CAPITAL GROUP LTD. (ACGL)
CIK: 0000947484
Period of Report: 2016-05-13

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-13	Common Shares, $.0033 par value per share	A	8080	—	Acquired	202676	Direct
2016-05-13	Common Shares, $.0033 par value per share	M	7950	$23.707	Acquired	210626	Direct
2016-05-13	Common Shares, $.0033 par value per share	M	5000	$25.01	Acquired	215626	Direct
2016-05-13	Common Shares, $.0033 par value per share	M	5000	$23.1	Acquired	220626	Direct
2016-05-13	Common Shares, $.0033 par value per share	F	11796	$71.70	Disposed	208830	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-13	Stock Option (right to buy)	$71.70	A	8080	Acquired	2026-05-13	Common Shares, $.0033 par value per share (8080)	Direct
2016-05-13	Share Appreciation Right	$23.707	M	7950	Disposed	2017-05-11	Common Shares, $.0033 par value per share (7950)	Direct
2016-05-13	Share Appreciation Right	$25.01	M	5000	Disposed	2020-05-05	Common Shares, $.0033 par value per share (5000)	Direct
2016-05-13	Share Appreciation Right	$23.1	M	5000	Disposed	2018-05-09	Common Shares, $.0033 par value per share (5000)	Direct

Footnotes

F1: 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.

F2: Represents restricted shares that vest in three equal annual installments on May 13th in each of 2017, 2018 and 2019, subject to the applicable award agreement.

F3: The stock option will become exercisable in three equal annual installments, with the first installment becoming exercisable on May 13, 2017 and the next two installments on May 13, 2018 and May 13, 2019, subject to the applicable award agreement.

F4: The share appreciation right became exercisable in three equal annual installments commencing May 11, 2008, subject to the applicable award agreement.

F5: The share appreciation right became exercisable in three equal annual installments commencing May 5, 2011, subject to the applicable award agreement.

F6: The share appreciation right became exercisable in three equal annual installments commencing May 9, 2009, subject to the applicable award agreement.