AXIS CAPITAL HOLDINGS LTD — Director's Dealing 2017

Mar 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AXIS CAPITAL HOLDINGS LTD (AXS)
CIK: 0001214816
Period of Report: 2017-03-01

Reporting Person: O'SHAUGHNESSY JAMES (EVP, CAO & Corp Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-01	Common Shares	M	1692	$0.00	Acquired	15243	Direct
2017-03-01	Common Shares	D	846	$70.92	Disposed	14397	Direct
2017-03-01	Common Shares	M	3383	$0.00	Acquired	17780	Direct
2017-03-01	Common Shares	D	1691	$70.92	Disposed	16089	Direct
2017-03-01	Common Shares	M	1218	$0.00	Acquired	17307	Direct
2017-03-01	Common Shares	D	609	$70.92	Disposed	16698	Direct
2017-03-01	Common Shares	M	1346	$0.00	Acquired	18044	Direct
2017-03-01	Common Shares	D	673	$70.92	Disposed	17371	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-01	Restricted Stock Units	$	M	1692	Disposed		Common Shares (1692)	Direct
2017-03-01	Restricted Stock Units	$	M	3383	Disposed		Common Shares (3383)	Direct
2017-03-01	Restricted Stock Units	$	M	1218	Disposed		Common Shares (1218)	Direct
2017-03-01	Restricted Stock Units	$	M	1346	Disposed		Common Shares (1346)	Direct

Footnotes

F1: Upon vesting, each restricted stock unit will be equal in value to one common share (50% of the restricted stock units will be settled in common shares and 50% will be settled in cash).

F2: The restricted stock units vest in four equal annual installments beginning March 1, 2015.

F3: The restricted stock units vest in a single installment on March 1, 2017.

F4: The restricted stock units vest in four equal annual installments beginning March 1, 2016.

F5: The restricted stock units vest in four equal annual installments beginning March 1, 2017.