SEC Form 4 · accession 0001179110-17-002618
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
Feb 15, 2017
Accepted (ET)
Feb 17, 2017 · 11:31 am 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 shareF1 | Feb 15, 2017 | M | 5,000 | $25.01 | A | 190,132 | D | |
| Common Shares, $.0033 par value per shareF1 | Feb 15, 2017 | M | 4,500 | $33.913 | A | 194,632 | D | |
| Common Shares, $.0033 par value per shareF1 | Feb 15, 2017 | M | 4,000 | $38.58 | A | 198,632 | D | |
| Common Shares, $.0033 par value per shareF1 | Feb 15, 2017 | M | 5,000 | $40.10 | A | 203,632 | D | |
| Common Shares, $.0033 par value per shareF5,F1 | Feb 15, 2017 | F | 8,465 | — | D | 195,167 | D | |
| Common Shares, $.0033 par value per shareF4,F1 | Feb 15, 2017 | S | 5,000 | $93.0902 | D | 190,167 | 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 RightF3 | $25.01 | Feb 15, 2017 | M | 5,000 | D | — | May 5, 2020 | Common Shares, $.0033 par value per share | 5,000 | 0 | D |
| Share Appreciation RightF2 | $33.913 | Feb 15, 2017 | M | 4,500 | D | — | May 6, 2021 | Common Shares, $.0033 par value per share | 4,500 | 4,900 | D |
| Share Appreciation RightF7 | $38.58 | Feb 15, 2017 | M | 4,000 | D | — | May 9, 2022 | Common Shares, $.0033 par value per share | 4,000 | 5,000 | D |
| Share Appreciation RightF8 | $40.10 | Feb 15, 2017 | M | 5,000 | D | — | Sep 6, 2022 | Common Shares, $.0033 par value per share | 5,000 | 5,000 | 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, 2012, 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.
- F4Represents a weighted average sales price; the sales prices range from $92.9818 to $93.279. 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.
- F5In connection with the partial exercise of the four share appreciation rights awards as described in Table II, 1,669 common shares were withheld for taxes at a tax price of $93.09 per share. In addition, 6,796 common shares were disposed in satisfaction of the exercise prices (see Table II). The reporting person received a net issuance of 10,035 common shares.
- F6A portion of the proceeds will be used to satisfy state and federal tax obligations.
- F7The share appreciation right became exercisable in three equal annual installments commencing May 9, 2013, subject to the applicable award agreement.
- F8The share appreciation right became exercisable in three equal annual installments commencing September 6, 2013, subject to the applicable award agreement.