8-KShareholder MattersOther EventsExhibits & Filings

ARCH CAPITAL GROUP LTD. 8-K Report, Shareholder Vote Results (May 6, 2022)

Filed May 6, 2022For Securities:ACGLACGLNACGLO

Summary

Arch Capital Group Ltd. (ACGL) filed an 8-K on May 6, 2022, detailing the outcomes of its annual shareholder meeting held on May 4, 2022. The report indicates strong shareholder support for key corporate matters, with approximately 88% of outstanding shares represented. Shareholders overwhelmingly approved the election of Class III directors, the advisory vote on executive compensation (say-on-pay), and the 2022 Long-Term Incentive and Share Award Plan. Additionally, the company announced the ratification of PricewaterhouseCoopers LLP as its independent auditor for the upcoming fiscal year. The filing also included details on dividend declarations for its Series F and Series G Preferred Shares, with payments scheduled for June 30 and September 30, 2022. These dividends represent a continuation of the company's commitment to returning value to preferred shareholders.

Key Highlights

  • 1Shareholders demonstrated strong support for the re-election of four Class III directors with substantial 'FOR' votes.
  • 2The advisory vote on executive compensation (say-on-pay) received overwhelming approval.
  • 3The 2022 Long-Term Incentive and Share Award Plan was approved by a significant majority of votes.
  • 4PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for the year ending December 31, 2022.
  • 5Dividends were declared for Series F Preferred Shares ($0.340625 per depositary share) payable on June 30, 2022, and September 30, 2022.
  • 6Dividends were declared for Series G Preferred Shares ($0.284375 per depositary share) payable on June 30, 2022, and September 30, 2022.

Frequently Asked Questions

The annual shareholder meeting resulted in overwhelming approval for the election of directors, the advisory vote on executive compensation, and the 2022 Long-Term Incentive and Share Award Plan. Additionally, PricewaterhouseCoopers LLP was ratified as the independent auditor.

The advisory vote on executive compensation, often referred to as 'say-on-pay,' received strong approval, with 303,434,590 votes 'FOR' and significantly fewer votes against.

Dividends for both Series F and Series G Preferred Shares are declared to be payable on June 30, 2022, and again on September 30, 2022, to shareholders of record on specific dates prior to each payment.

The Series F Preferred Shares have a dividend rate of $0.340625 per depositary share for each dividend period, while the Series G Preferred Shares have a dividend rate of $0.284375 per depositary share for each dividend period.