SEC Form 4 · accession 0001179110-16-028814
ARCH CAPITAL GROUP LTD. · ACGL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Donald Lyons
Officer — EVP,CFO & Treasurer
Period of report
Aug 17, 2016
Accepted (ET)
Aug 18, 2016 · 1:28 pm EDT
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 shareF1 | Aug 17, 2016 | M | 3,000 | $23.10 | A | 201,830 | D | |
| Common Shares, $.0033 par value per shareF1 | Aug 17, 2016 | M | 5,000 | $19.293 | A | 206,830 | D | |
| Common Shares, $.0033 par value per shareF1 | Aug 17, 2016 | M | 5,000 | $25.01 | A | 211,830 | D | |
| Common Shares, $.0033 par value per shareF6,F1 | Aug 17, 2016 | F | 8,188 | — | D | 203,642 | D | |
| Common Shares, $.0033 par value per shareF5,F1 | Aug 17, 2016 | S | 8,500 | $80.163 | D | 195,142 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Appreciation RightF4 | $23.10 | Aug 17, 2016 | M | 3,000 | D | — | May 9, 2018 | Common Shares, $.0033 par value per share | 3,000 | 5,050 | D |
| Share Appreciation RightF2 | $19.293 | Aug 17, 2016 | M | 5,000 | D | — | May 6, 2019 | Common Shares, $.0033 par value per share | 5,000 | 1,800 | D |
| Share Appreciation RightF3 | $25.01 | Aug 17, 2016 | M | 5,000 | D | — | May 5, 2020 | Common Shares, $.0033 par value per share | 5,000 | 10,000 | D |
Explanation of responses
- F186,722 of such amount will settle in Issuer's common shares upon the termination of the Reporting Person's employment, as specifically provided in the award agreements.
- F2The share appreciation right became exercisable in three equal annual installments commencing May 6, 2010, subject to the applicable award agreement.
- F3The share appreciation right became exercisable in three equal annual installments commencing May 5, 2011, subject to the applicable award agreement.
- F4The share appreciation right became exercisable in three equal annual installments commencing May 9, 2009, subject to the applicable award agreement.
- F5Represents a weighted average sales price; the sales prices range from $80.1360 to $80.26. Upon request, the full sale information regarding the number of shares sold at each price increment will be provided to the Commission or to the security holder of the issuer.
- F6In connection with the partial exercise of the three share appreciation rights awards as described in Table II, 4,545 common shares were withheld for taxes at a tax price of $79.84 per share. In addition, 3,643 common shares were disposed in satisfaction of the exercise price (see Table II). The reporting person received a net issuance of 4,812 common shares.
- F7A portion of the proceeds will be used to satisfy state and federal tax obligations.