8-KShareholder MattersOther EventsExhibits & Filings

ARCH CAPITAL GROUP LTD. 8-K Report, Shareholder Vote Results (May 11, 2010)

Filed May 11, 2010For Securities:ACGLACGLNACGLO

Summary

This 8-K filing by ARCH CAPITAL GROUP LTD. (ACGL) on May 11, 2010, primarily reports the voting results from the company's annual shareholder meeting. Key outcomes include the election of Class III directors and designated company directors for non-U.S. subsidiaries, with overwhelming support for all nominees. Shareholders also overwhelmingly approved amendments to the company's bye-laws and ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2010. Additionally, the filing announces the declaration of preferred share dividends for the Series A and Series B non-cumulative preferred shares. These dividends are payable on August 15, 2010, to shareholders of record as of August 1, 2010, with specific dividend amounts and rates detailed for each series. This information is crucial for preferred shareholders to understand their upcoming dividend distributions.

Key Highlights

  • 1Strong shareholder support for the election of all Class III directors and designated company directors for non-U.S. subsidiaries.
  • 2Overwhelming approval of amendments to ARCH CAPITAL GROUP LTD.'s bye-laws.
  • 3Ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2010.
  • 4Declaration of dividends for 8.00% Non-Cumulative Preferred Shares, Series A.
  • 5Declaration of dividends for 7.875% Non-Cumulative Preferred Shares, Series B.
  • 6All declared preferred share dividends are payable on August 15, 2010, to shareholders of record as of August 1, 2010.

Frequently Asked Questions

The key outcomes include the election of three Class III directors, the election of designated company directors for ACGL's non-U.S. subsidiaries, the adoption of amendments to ACGL's bye-laws, and the ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2010. All proposals received substantial shareholder approval.

The declared dividends for both the Series A and Series B Non-Cumulative Preferred Shares are payable on August 15, 2010. They will be paid to shareholders of record as of August 1, 2010.

For the Series A shares, the total declared dividends amount to $4,000,000, representing a combined $0.50 per share. For the Series B shares, the total declared dividends amount to $2,460,938, representing a combined $0.4922 per share.

While the vast majority of votes were 'FOR' each director, there were some 'WITHHOLD' votes. Notably, Sean D. Carney received 15,767,363 withhold votes out of a total of 42,947,827 votes. Similarly, John C.R. Hele and Paul S. Robotham received around 1.8 million withhold votes each, indicating a small but present dissent among some shareholders regarding these specific director elections.