8-KLeadership ChangesRegulation FDExhibits & Filings

ARCH CAPITAL GROUP LTD. 8-K Report, Executive Changes (Mar 21, 2019)

Filed March 21, 2019For Securities:ACGLACGLNACGLO

Summary

Arch Capital Group Ltd. (ACGL) announced via an 8-K filing on March 21, 2019, the upcoming departure of Constantine Iordanou, a key figure within the company. Mr. Iordanou will terminate his service period on September 15, 2019, after which he will resign from all positions, including his board membership. This departure follows the standard termination notice as per his September 2017 service agreement. The financial implications of Mr. Iordanou's departure include continued salary payments through his termination date, a $500,000 bonus for 2018 paid in vested stock options, and a cash payment of $466,000 to be received post-termination. He will also continue to receive benefits as outlined in a new agreement dated March 15, 2019. Importantly, Mr. Iordanou's non-solicitation and confidentiality obligations will persist, and he is permitted to serve on other boards and engage in consulting, as detailed in the new agreement.

Key Highlights

  • 1Constantine Iordanou to depart Arch Capital Group Ltd. on September 15, 2019.
  • 2Mr. Iordanou will resign all positions, including his Board of Directors membership, effective September 15, 2019.
  • 3The departure is in accordance with the terms of a Service Agreement dated September 21, 2017.
  • 4Mr. Iordanou will receive his base salary through the termination date.
  • 5He received a $500,000 bonus for 2018, paid in vested, ten-year stock options.
  • 6A cash payment of $466,000 will be made within ten days following the termination date.
  • 7Mr. Iordanou's non-solicitation and confidentiality covenants will continue, and he is permitted limited consulting and board service.

Frequently Asked Questions

Constantine Iordanou is departing as part of the termination of his service period under the Service Agreement dated September 21, 2017. He provided notice of termination on March 15, 2019, with his employment and board service ending on September 15, 2019.

Mr. Iordanou will continue to receive his base salary until September 15, 2019. He received a $500,000 bonus for 2018 paid in vested stock options and will receive an additional $466,000 cash payment shortly after his termination date. He will also continue to receive benefits as per a new agreement.

No, Mr. Iordanou's covenants relating to non-solicitation and confidentiality will continue in accordance with their terms. The new agreement also outlines specific allowances for him to serve on other boards and provide certain consulting services.

This 8-K filing primarily pertains to a change in officers/directors and disclosure related to that change. It announces Mr. Iordanou's departure and the associated financial terms. It does not include new financial statements or detailed operational performance data; the information is incorporated by reference from a press release.