SEC Form 5 · accession 0001179110-16-019053
ARCH CAPITAL GROUP LTD. · ACGL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Constantine Iordanou
Officer — Chairman & CEO · Director
Period of report
Dec 31, 2015
Accepted (ET)
Feb 12, 2016 · 12:37 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 | holding | — | — | — | 243,025 | D | ||
| Common Shares, $.0033 par value per share | holding | — | — | — | 120,000 | I | By 2015 GRAT | |
| 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 | Dec 31, 2015 | G | 10,524 | D | — | Feb 23, 2016 | Common Shares, $.0033 par value per share | 10,524 | 217,833 | I |
| Stock Option (right to buy)F3,F1 | $18.757 | Dec 31, 2015 | G | 58,730 | D | — | Feb 23, 2016 | Common Shares, $.0033 par value per share | 58,730 | 0 | I |
| Stock Option (right to buy)F4,F1 | $18.757 | Dec 31, 2015 | G | 40,813 | D | — | Feb 23, 2006 | Common Shares, $.0033 par value per share | 40,813 | 112,240 | I |
| Stock Option (right to buy)F5,F1 | $18.757 | Dec 31, 2015 | G | 110,067 | A | — | Feb 23, 2016 | Common Shares, $.0033 par value per share | 110,067 | 119,927 | D |
| Share Appreciation RightF7,F6 | $19.293 | Dec 31, 2015 | G | 66,216 | D | — | May 6, 2019 | Common Shares, $.0033 par value per share | 66,216 | 27,084 | I |
| Share Appreciation RightF7,F6 | $19.293 | Dec 31, 2015 | G | 66,216 | A | — | May 6, 2019 | Common Shares, $.0033 par value per share | 66,216 | 66,216 | D |
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 December 31, 2015, 10,524 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 2010 GRAT indirectly owns 217,833 stock options.
- F3On December 31, 2015, 58,730 stock options were distributed from the 2014 GRAT. Such options were previously reported as indirectly beneficially held by the 2014 GRAT. Following such distribution, 0 stock options are indirectly owned by the 2014 GRAT.
- F4On December 31, 2015, 40,813 stock options were distributed from the 2015 GRAT. Such options were previously reported as indirectly beneficially held by the 2015 GRAT. Following such distribution, 112,240 stock options are indirectly owned by the 2015 GRAT.
- F5Following the distributions described in Footnotes 2, 3, and 4, the reporting person owns 119,927 stock options directly.
- F6The share appreciation right became exercisable in three equal annual installments with the first installment being exercisable on May 6, 2010 and the second and third installments being exercisable on May 6, 2011 and May 6, 2012.
- F7On December 31, 2015, 66,216 share appreciation rights (SARs) were distributed from the 2014 GRAT. Such SARs were previously reported as indirectly beneficially held by the 2014 GRAT. Following such distribution, the 2014 GRAT indirectly owns 27,084 SARs and the reporting person owns 66,216 SARs directly.