SEC Form 4 · accession 0001179110-15-016353
ARCH CAPITAL GROUP LTD. · ACGL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Constantine Iordanou
Officer — Chairman, President & CEO · Director
Period of report
May 14, 2015
Accepted (ET)
Dec 16, 2015 · 5:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000947484
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares, $.0033 par value per share | May 14, 2015 | G | 1,323 | $0.00 | D | 364,025 | D | |
| Common Shares, $.0033 par value per share | May 18, 2015 | G | 200 | $0.00 | D | 363,825 | D | |
| Common Shares, $.0033 par value per share | Dec 15, 2015 | G | 800 | $0.00 | D | 243,025 | D | |
| Common Shares, $.0033 par value per shareF3 | holding | — | — | — | 120,000 | I | By 2015 GRAT | |
| Common Shares, $.0033 par value per shareF3 | holding | — | — | — | 243,825 | D | ||
| Common Shares, $.0033 par value per share | holding | — | — | — | 83,333 | I | By Limited Liability Company | |
| Common Shares, $.0033 par value per share | holding | — | — | — | 116,613 | I | By Limited Liability Company | |
| Common Shares, $.0033 par value per share | holding | — | — | — | 11,616 | I | By child | |
| Series C Non-Cumulative Preferred Shares (non-convertible) | holding | — | — | — | 6,000 | D | ||
| Series C Non-Cumulative Preferred Shares (non-convertible) | holding | — | — | — | 1,800 | I | By spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F2,F1 | $18.757 | Jun 30, 2015 | G | 11,115 | D | — | Feb 23, 2016 | Common Shares, $.0033 par value per share | 238,217 | 238,217 | I |
| Stock Option (right to buy)F2,F1 | $18.757 | Jun 30, 2015 | G | 11,115 | A | — | Feb 23, 2016 | Common Shares, $.0033 par value per share | 11,115 | 153,053 | D |
| Stock Option (right to buy)F6,F1 | $18.757 | Sep 30, 2015 | G | 9,860 | D | — | Feb 23, 2016 | Common Shares, $.0033 par value per share | 9,860 | 228,357 | I |
| Stock Option (right to buy)F6,F1 | $18.757 | Sep 30, 2015 | G | 9,860 | A | — | Feb 23, 2016 | Common Shares, $.0033 par value per share | 9,860 | 9,860 | D |
| Stock Option (right to buy)F4,F1 | $18.76 | holding | — | — | — | — | Feb 23, 2016 | Common Shares, $.0033 par value per share | 153,053 | 153,053 | I |
| Share Appreciation RightF4 | $59.16 | holding | — | — | — | Feb 27, 2015 | Feb 27, 2025 | Common Shares, $.0033 par value per share | 149,556 | 149,556 | I |
| Share Appreciation RightF4,F5 | $62.51 | holding | — | — | — | — | May 12, 2025 | Common Shares, $.0033 par value per share | 58,110 | 58,110 | I |
Explanation of responses
- F1The stock option became exercisable in three equal annual installments with the first installment being exercisable on February 23, 2007 and the second and third installments being exercisable on February 23, 2008 and February 23, 2009.
- F2On June 30, 2015, 11,115 stock options were distributed from the 2010 GRAT. Such options were previously reported as indirectly beneficially held by the 2010 GRAT. Following such distribution, the reporting person owns 153,053 stock options directly and 238,217 stock options indirectly by the 2010 GRAT.
- F3On August 7, 2015, the reporting person contributed 120,000 common shares to a grantor retained annuity trust (the "2015 GRAT"). Such common shares were previously reported as directly beneficially owned by the reporting person. Following this contribution to the 2015 GRAT the reporting person has direct beneficial ownership of 243,825 common shares and indirect beneficial ownership of 120,000 common shares.
- F4The stock options and share appreciation rights were previously reported as directly beneficially owned by the reporting person but were contributed to the 2015 GRAT on August 7, 2015.
- F5The share appreciation right became exercisable in three equal annual installments with the first installment being exercisable on May 12, 2016 and the second and third installments being exercisable on May 12, 2017 and May 12, 2018.
- F6On September 30, 2015, 9,860 stock options were distributed from the 2010 GRAT. Such options were previously reported as indirectly beneficially held by the 2010 GRAT. Following such distribution, the reporting person owns 9,860 stock options directly and 228,357 stock options indirectly by the 2010 GRAT.