ARCH CAPITAL GROUP LTD. — Director's Dealing 2017

Aug 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ARCH CAPITAL GROUP LTD. (ACGL)
CIK: 0000947484
Period of Report: 2017-08-01

Reporting Person: IORDANOU CONSTANTINE (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-06-07	Common Shares, $.0033 par value per share	G	228862	—	Disposed	0	Indirect
2017-08-01	Common Shares, $.0033 par value per share	M	64750	$19.293	Acquired	171901	Direct
2017-08-01	Common Shares, $.0033 par value per share	F	12801	$97.59	Disposed	159100	Direct
2017-08-02	Common Shares, $.0033 par value per share	S	1400	$98.0185	Disposed	157700	Direct
2017-08-03	Common Shares, $.0033 par value per share	S	48600	$97.8744	Disposed	109100	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-08-01	Share Appreciation Right	$19.293	M	64750	Disposed	2019-05-06	Common Shares, $.0033 par value per share (64750)	Direct
2017-06-07	Share Appreciation Right	$19.293	G	5198	Disposed	2019-05-06	Common Shares, $.0033 par value per share (5198)	Indirect
2017-06-07	Share Appreciation Right	$19.293	G	5198	Acquired	2019-05-06	Common Shares, $.0033 par value per share (5198)	Direct
2017-06-07	Share Appreciation Right	$23.10	G	135000	Disposed	2018-05-09	Common Shares, $.0033 par value per share (135000)	Indirect
2017-06-07	Share Appreciation Right	$19.293	G	9290	Disposed	2019-05-06	Common Shares, $.0033 par value per share (9290)	Indirect
2017-06-07	Share Appreciation Right	$24.6670	G	212253	Disposed	2020-02-25	Common Shares, $.0033 par value per share (212253)	Indirect
2017-06-07	Share Appreciation Right	$25.01	G	126000	Disposed	2020-05-05	Common Shares, $.0033 par value per share (126000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares, $.0033 par value per share	201676	Indirect
Common Shares, $.0033 par value per share	3297	Indirect
Series C Non-Cumulative Preferred Shares (non-convertible)	6000	Direct
Series C Non-Cumulative Preferred Shares (non-convertible)	1800	Indirect

Footnotes

F1: 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.

F2: The share appreciation right became exercisable in three equal annual installments commencing May 6, 2010, subject to the applicable award agreement.

F3: 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.

F4: The share appreciation right became exercisable in three equal annual installments commencing May 9, 2009, 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: 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.

F7: 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.

F8: 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.

F9: The shares were sold to satisfy state and federal income tax obligations.

F10: 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.