Statement of Changes in Beneficial Ownership (4)
August 31 2016 - 3:29PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
IORDANOU CONSTANTINE
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2. Issuer Name
and
Ticker or Trading Symbol
ARCH CAPITAL GROUP LTD.
[
ACGL
]
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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
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(Last)
(First)
(Middle)
C/O ARCH CAPITAL GROUP LTD., WATERLOO HOUSE,100 PITTS BAY ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
8/29/2016
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(Street)
PEMBROKE, D0 HM 08
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Shares, $.0033 par value per share
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8/29/2016
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S
(3)
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50000
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D
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$79.5031
(2)
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243030
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D
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Common Shares, $.0033 par value per share
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8/31/2016
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G
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V
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100
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D
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$0
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242930
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D
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Common Shares, $.0033 par value per share
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201676
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I
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By 2015 GRAT
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Common Shares, $.0033 par value per share
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158514
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I
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By 2010 GRAT
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Common Shares, $.0033 par value per share
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83333
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I
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By Limited Liability Company
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Common Shares, $.0033 par value per share
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116613
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I
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By Limited Liability Company
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Common Shares, $.0033 par value per share
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11616
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I
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By child
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Series C Non-Cumulative Preferred Shares (non-convertible)
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6000
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D
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Series C Non-Cumulative Preferred Shares (non-convertible)
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1800
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I
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By spouse
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Share Appreciation Right
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$23.707
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6/30/2016
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G
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V
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11292
(1)
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(4)
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5/11/2017
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Common Shares, $.0033 par value per share
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11292
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$0
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112446
(1)
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I
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By 2010 GRAT
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Share Appreciation Right
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$23.707
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6/30/2016
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G
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V
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11292
(1)
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(4)
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5/11/2017
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Common Shares, $.0033 par value per share
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11292
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$0
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22554
(1)
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D
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Explanation of Responses:
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(
1)
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On June 30, 2016, 11,292 share appreciation rights were distributed from the 2010 GRAT. Such share appreciation rights were previously reported as indirectly beneficially held by the 2010 GRAT. Following such distribution, the reporting person owns 22,554 share appreciation rights directly and 112,446 indirectly by the 2010 GRAT.
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(
2)
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Represents a weighted average sales price; the sales prices range from $79.405 to $79.69. Upon request, the full sale information regarding the number of shares sold at each price increment will be provide to the Commission or to the security holder of the issuer.
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(
3)
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The shares were sold in order to satisfy state and federal income taxes.
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(
4)
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The share appreciation right became exercisable in three equal annual installments commencing May 11, 2008, subject to the applicable award agreement.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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IORDANOU CONSTANTINE
C/O ARCH CAPITAL GROUP LTD.
WATERLOO HOUSE,100 PITTS BAY ROAD
PEMBROKE, D0 HM 08
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X
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Chairman & CEO
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Signatures
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/s/ Louis Petrillo, Attorney in fact
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8/31/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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