- Amended Statement of Changes in Beneficial Ownership (4/A)
09 Décembre 2009 - 1:58AM
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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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
LEE KEWSONG
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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
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O WARBURG PINCUS LLC, 450 LEXINGTON AVE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/19/2009
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(Street)
NEW YORK, NY 10017
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
11/20/2009
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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, $0.01 par value per share
(1)
(2)
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11/19/2009
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J
(3)
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3160773
(3)
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D
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(3)
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828377
(4)
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I
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See Footnotes (1) and (2)
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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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Explanation of Responses:
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(
1)
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See Exhibit 99.1.
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(
2)
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Kewsong Lee, a Director of the Issuer, is a General Partner of WP, a Managing Director and Member of WP LLC and a beneficial owner of certain shares of capital stock of WP VIII Bermuda Ltd. and WPIP Bermuda Ltd. Other than 150,199 Common Shares, 12,957 of which were received by Mr. Lee pursuant to the distribution described in footnote (3) below and 13,271 of which were granted to and are directly owned by Mr. Lee in consideration of his service as a Director of the Issuer, the Warburg Pincus Entities own 828,377 Common Shares. Mr. Lee may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Securities Exchange Act of 1934) in an indeterminate portion of the Common Shares owned by WP VIII Bermuda, WPIP Bermuda, WPIP Netherlands I and WPIP Bermuda Ltd. Mr. Lee disclaims beneficial ownership of all shares owned by the Warburg Pincus Entities, except to the extent of any pecuniary interest therein.
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(
3)
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On November 19, 2009, WP VIII Bermuda, WPIP Bermuda and WPIP Netherlands I distributed an aggregate of 3,400,403 Common Shares to their limited and general partners. In connection with the distribution, 239,630 Common Shares were received by WPIP Bermuda Ltd. and not further distributed. Mr. Lee received 12,957 Common Shares pursuant to the distributions.
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(
4)
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The original Form 4 incorrectly reported the number of shares beneficially owned following the reported transaction as 588,747.
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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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LEE KEWSONG
C/O WARBURG PINCUS LLC
450 LEXINGTON AVE
NEW YORK, NY 10017
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X
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Signatures
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/s/ Scott A. Arenare, as Attorney-in-fact
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12/8/2009
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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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