Arch Capital Group (ACGL) 10-K risk factor changes: FY2024 vs FY2023
The 2024-12-31 10-K against the 2023-12-31 one, compared heading by heading and sentence by sentence.
Item 1A118 rewritten74 added78 removed407 unchanged
All filing items2,246 rewritten1,082 added920 removed4,649 unchanged
Summary
counted, not written
- Item 1A lists 40 risk factor headings: 4 new, 6 reworded and 30 unchanged since FY2023. 5 headings from FY2023 no longer appear.
- Sentence by sentence, 1,082 added, 920 removed, 2,246 rewritten and 4,649 unchanged across 20 items that differ.
New Item 1A headings (4)
- The imposition of sanctions by the U.S., U.K. and EU on Russia and Russia-related businesses has impacted certain sectors in which we write business.
- We are subject to changes in governmental, investor and societal responses to climate change and sustainability-related issues, which may result in scrutiny of our business, litigation or adverse impacts to our share price and our results of operations.
- Technology failures caused by intentional and unintentional human and non-human actions may cause material disruption in the availability of the information technology systems we use in our business.
- We could be materially impacted by a cyber attack, data breach, ransomware, phishing, social engineering or other cybersecurity incident resulting in loss of business data, personal data and other confidential or secret information, a disruption in our business operations, regulatory or other legal action, and fines.Cybersecurity
Removed Item 1A headings (5)
- The Russian invasion of Ukraine and the resulting imposition of sanctions by the U.S., U.K. and EU on Russia and Russia-related businesses created global instability.
- As we continue to incorporate climate change and other ESG factors in our business strategy, we cannot be certain that shareholders, investors and other influential environmental and social-focused groups will agree with our approach, which may adversely impact our ability to raise funds in the capital markets, our share price and our results of operations.
- Technology failures and cyber attacks, including, but not limited to, ransomware, exploitation in software or code with malicious intent, state-sponsored cyber attacks, as well as vulnerabilities relating to new technologies, such as generative AI, may impact us or our business partners and service providers, causing a disruption in service and operations which could materially and negatively impact our business and/or expose us to litigation.
- Cyber incidents or data breaches caused by bad actors or unintentional human error impacting data, including personal data, we maintain or use during our business operations may result in regulatory fines or action, reputation damage and a disruption in our business operations.
- New legislation or regulations relating to the U.K.’s Withdrawal from the EU could adversely affect us.
Reworded Item 1A headings (6)
- The effects of
[removed: inflation][added: inflation, trade] and [added: tariff disputes and] global recessionary [added: and other economic] conditions impact the insurance and reinsurance industry in ways which may negatively impact our business, financial condition and results of operations. - Our information technology systems and our pace of adoption of new technologies, such as [added: generative] AI, may not be adequate to meet the demands of our customers or impact negatively our ability to compete with our peers.
- Our ability to execute our business strategy successfully, continue to grow and innovate and offer our employees a dynamic and supportive workplace depends on the recruitment, retention and promotion of talented, agile,
[removed: diverse]and resilient employees at all levels of our organization. - Our business is subject to
[removed: applicable]laws and regulations relating to economic trade sanctions and foreign bribery laws, the violation of which could adversely affect our operations. - Disruption to the financial markets and weak economic conditions resulting from situations such as
[removed: post pandemic][added: supply/demand] imbalances, inflation and[removed: geopolitical conflict][added: political unrest] may adversely and materially impact our investments, financial condition and results of operation. - If the volume of low down payment mortgage originations declines, or if other government housing policies, practices or regulations change, the amount of mortgage insurance we write in the U.S. [added: or Australia] could decline, which would reduce our mortgage insurance revenues.
A heading is new when no FY2023 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2024; struck-through words were in FY2023. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
118 rewritten, 74 added, 78 removed, 407 unchanged
*•*The effects of [removed: inflation] [added: inflation, trade] and [added: tariff disputes and] global recessionary [added: and other economic] conditions impact the insurance and reinsurance industry in ways which may negatively impact our business, financial condition and results of operations.
| ARCH CAPITAL | | | [removed: 40] [added: 43] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
- The availability of reinsurance, retrocessional coverage and capital market transactions to limit our exposure to risks may be limited, and counterparty credit and other risks associated with our reinsurance arrangements may result in losses which could adversely affect our financial condition [removed: and results of operations.]
- Our ability to execute our business strategy successfully, continue to grow and innovate and offer our employees a dynamic and supportive workplace depends on the recruitment, retention and promotion of talented, agile, [removed: diverse] and resilient employees at all levels of our organization.
- Our business is subject to [removed: applicable] laws and regulations relating to economic trade sanctions and foreign bribery laws, the violation of which could adversely affect our operations.
- Disruption to the financial markets and weak economic conditions resulting from situations such as [removed: post pandemic] [added: supply/demand] imbalances, inflation and [removed: geopolitical conflict] [added: political unrest] may [added: adversely and materially impact our investments, financial condition and results of operation.]
| ARCH CAPITAL | | | [removed: 41] [added: 44] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
- If the volume of low down payment mortgage originations declines, or if other government housing policies, practices or regulations change, the amount of mortgage insurance we write in the U.S. [added: or Australia] could decline, which would reduce our mortgage insurance revenues.
- The implementation of the Basel III Capital Accord and [removed: FHFA’s] [added: Federal Housing Finance Agency (“FHFA”)’s] Enterprise Regulator Capital Framework may adversely affect the use of mortgage insurance and CRT opportunities.
See [removed: [“Competition”](#ib89e004b6a054ea2a766671057f9304f_37)] [added: [“Competition”](#i8f00ce33b17040b5b34e6d7060c3031e_37)] in Item 1 for details on our competitors in each of the major segments we operate in.
| ARCH CAPITAL | | | [removed: 42] [added: 45] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
[removed: Until recently, the] [added: The] supply of insurance and reinsurance [removed: had increased over the past several years, and may again in the future,] [added: is increasing,] either as a result of capital provided by new entrants or by the commitment of additional capital by existing insurers or reinsurers.
*The effects of [removed: inflation] [added: inflation, trade] and [added: tariff disputes and] global recessionary [added: and other economic] conditions impact the insurance and reinsurance industry in ways which may negatively impact our business, financial condition and results of operations.*
The potential also exists, after a catastrophe loss or [removed: pandemic events like COVID-19, or] geopolitical [removed: tensions and] hostilities for the development of inflationary pressures in a local or regional economy.
In addition, governmental actions in response to inflationary pressures, such as increasing interest rates, may have a material [removed: impact] [added: impact, such as] on the market value of our investment [removed: portfolio.][added: portfolio, or on the size of the mortgage origination market available to be insured by our mortgage business.]
[added: In addition, there are different types of] inflation relevant to certain lines of business, the impact of which is difficult to accurately assess at this time.
All of the catastrophe modeling tools that we use or rely on to evaluate our catastrophe exposures are therefore based on significant assumptions and judgments and are subject to [added: error and misestimation.]
| ARCH CAPITAL | | | [removed: 43] [added: 46] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
These risks are not limited to, but can include: (i) changes in supply/demand characteristics for fossil fuels (*e.g.*, coal, oil, natural gas); (ii) advances in low-carbon technology and renewable energy development; and (iii) effects of extreme weather events on the physical and operational exposure of industries and issuers, and the [added: transition that these companies make towards addressing climate risk in their own businesses.]
See [removed: [“Regulation”](#ib89e004b6a054ea2a766671057f9304f_43)] [added: [“Regulation”](#i8f00ce33b17040b5b34e6d7060c3031e_43)] in Item 1.
[removed: These] [added: Any of these] actions, if they occur, could affect the competitive [removed: market] [added: market, how we are regulated] and the way we conduct our business and manage our capital and could result in lower revenues and higher costs.
| ARCH CAPITAL | | | [removed: 44] [added: 47] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
Legislative and regulatory initiatives and court decisions following major [removed: catastrophes] [added: catastrophes,] could force expansion of certain insurance coverages for catastrophe claims or otherwise adversely impact our business.
The [removed: Russian invasion of Ukraine and] ongoing [added: Russia-Ukraine] hostilities have created a high level of uncertainty as well as disruption in certain sectors of the global economy.
A further prolonged war may also create [added: continued] uncertainty in the global economy in the form of oil shortages, inflationary pressures, loss of confidence and general increase in risks worldwide.
Certain lines of business we write have been impacted by the sanctions, such as the marine and energy lines of business, although the extent of [added: the impact will depend on the outcome of the war in Ukraine and the nature of future sanctions packages or potential rescindment of some or all of the Russia sanctions currently in place.]
Our leadership and Board are actively engaged in understanding [removed: the ever-changing ESG landscape] [added: prevailing views on these issues] and assessing our business operations to ensure that our business strategy reflects our values.
| ARCH CAPITAL | | | [removed: 45] [added: 48] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
*We could face unanticipated losses from increased geopolitical tensions, [removed: hostilities,war,] [added: hostilities, war,] terrorism, cyber attacks, and general political instability, and these or other unanticipated losses could have a material adverse effect on our financial condition and results of operations.*
We have substantial exposure to unexpected, large losses resulting from [removed: future] man-made catastrophic events, such as acts of war, regional hostilities, acts of terrorism, political instability, social unrest and pandemics similar to the COVID-19 pandemic.
To the extent that an act of terrorism is certified by the Secretary of the Treasury and aggregate industry insured losses resulting from the act of terrorism exceeds the prescribed program trigger, our U.S. insurance operations may be covered under TRIP for up to [removed: 80% subject to (i) a mandatory deductible of 20% of our prior year’s direct earned premium for covered property and liability coverages, and (ii) an industry aggregate retention of $37.5 billion.]
The program trigger for calendar year [removed: 2023] [added: 2024] and any program year thereafter through 2027 is $200 million.
It is possible that claims in respect of events that have occurred could exceed our claim reserves and have a material adverse effect on our results of operations, in a particular period, or [removed: our financial condition in general.]
| ARCH CAPITAL | | | [removed: 46] [added: 49] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
As of December 31, [removed: 2023,] [added: 2024,] our consolidated reserves for unpaid losses and loss adjustment expenses, net of unpaid losses and loss adjustment expenses recoverable, were approximately [removed: $16.1] [added: $21.5] billion.
Any estimates and assumptions made as part of the reserving process could prove to be inaccurate due to several factors, including the fact that for certain lines of business relatively limited historical information has been reported to us through December 31, [removed: 2023.][added: 2024.]
For our U.S. [removed: mortgage] insurance business, in addition to utilizing reinsurance, we have developed a proprietary risk model that simulates the maximum probable loss resulting from a severe economic event impacting the housing market.
[removed: Underwriting is inherently a matter of] judgment, involving important assumptions about matters that are inherently unpredictable and beyond our control, and for which historical experience and probability analysis may not provide sufficient guidance.
One or more catastrophic events or severe economic events could result in claims that substantially exceed our expectations, or the protections set forth in our policies could be voided, which, in either case, could have a material [added: adverse effect on our financial condition or our results of operations, possibly to the extent of eliminating our shareholders’ equity.]
See [“Catastrophic Events and Severe Economic [removed: Events”](#ib89e004b6a054ea2a766671057f9304f_133)] [added: Events”](#i8f00ce33b17040b5b34e6d7060c3031e_136)] in Item 7 for further details.
- The imposition of sanctions by the U.S., U.K. and EU on Russia and Russia-related businesses has impacted certain sectors in which we write business.
*•*We are subject to changes in governmental, investor and societal responses to climate change and sustainability-related issues, which may result in scrutiny of our business, litigation or adverse impacts to our share price and our results of operations.
and results of operations.
*•*Technology failures caused by intentional and unintentional human and non-human actions may cause material disruption in the availability of the information technology systems we use in our business.
- We could be materially impacted by a cyber attack, data breach, ransomware, phishing, social engineering or other cybersecurity incident resulting in loss of business data, personal data and other confidential or secret information, a disruption in our business operations, regulatory or other legal action, and fines.
We compete on the basis of product offerings, pricing, terms and conditions, claims servicing and customer relationships.
Other factors, such as our proven cycle management skills, our expertise in specialty lines of business and our use of technologies and data analytics are other factors, may differentiate us from our competitors.
While our business has not been directly impacted by the proposed Trump administration tariffs on imported goods, there may be a ripple effect on how these impact certain industries where we provide insurance or reinsurance.
It is too early to determine the long-term effect, if any, of the Trump administration tariff policy, but sustained escalation of tariffs and trade disputes may result in a global economic slowdown which impacts our clients.
In addition, it is anticipated that the Trump administration will promulgate a number of executive orders or propose legislation that could impact our industry.
We cannot predict with certainty the impact of these actions on our business and results of operations.
In August 2024, we were added to the list of IAIGs, subjecting our global operations to additional regulation and scrutiny.
It is possible that requirements or guidance under one jurisdiction, such as the U.S., may be contradictory or divergent from requirements or guidance in other jurisdictions where we operate such as the EU.
Examples may be climate change disclosures and goals and diversity, equity and inclusion programs.
Regulator and shareholder focus on “greenwashing” also continues.
We are subject to CSRD and other EU and U.K. regulations relating to climate disclosures and goals.
These regulations require extensive reporting on climate and other social factors beyond current U.S. requirements.
The European Commission recently proposed changes to sustainability reporting requirements which may impact our reporting obligations.
We cannot predict how these proposals or other changes in sustainability requirements in any of the jurisdictions in which we operate will impact our operations, customers and shareholders.
*The imposition of sanctions by the U.S., U.K. and EU on Russia and Russia-related businesses has impacted certain sectors in which we write business.*
It is possible that the U.S. approach to Russian sanctions may diverge from that of the U.K. and EU in the future, which may cause uncertainty in certain lines of business such as marine and energy.
*We are subject to changes in governmental, investor and societal responses to climate change and sustainability-related issues, which may result in scrutiny of our business, litigation or adverse impacts to our share price and our results of operations.*
Shareholders, investors and regulators have placed increased attention on climate change and sustainability-related issues, leading to evolving and sometimes conflicting expectations and standards.
We are committed to evaluating and, where appropriate, incorporating sustainability practices in our business.
Changes to governmental, investor and societal priorities on climate change and sustainability-related practices could adversely impact our reputation, share price and results of operation or result in litigation.
80% subject to (i) a mandatory deductible of 20% of our prior year’s direct earned premium for covered property and liability coverages, and (ii) an industry aggregate retention of $37.5 billion.
our financial condition in general.
Underwriting is inherently a matter of
We have acquired other companies and selected blocks of business and also expanded our business lines and geographies and/or entered into joint ventures or partnerships as part of our strategy.
The MCE Acquisition is an example of such expansion.
permissions; and establishing adequate reserves for any acquired book of business.
*Our information technology systems and our pace of adoption of new technologies, such as generative AI, may not be adequate to meet the demands of our customers or impact negatively our ability to compete with our peers.*
Our information technology systems also support areas of our business, such as mortgage servicing or underwriting pricing portals where we connect with third-party information technology systems.
Our customers and regulators require that our information technology systems perform as intended, whether they are hosted by us, managed by a third-party on our behalf or rely on seamless electronic integrations with customer systems.
Regulators and customers regularly request information about our cybersecurity program and disaster recovery plans.
We use AI in areas of our business and, to a much more limited extent, carefully vetted generative AI capabilities.
We must continually invest significant resources in maintaining, monitoring and enhancing our information technology systems’ capabilities to meet customer needs and business strategy.
Our business, financial condition and operating results may be adversely affected if we do not adequately maintain our information technology systems, both internal and third-party, and continuously test and upgrade them.
technologies or update our existing systems to keep pace with our competitors and customer needs.
*Technology failures caused by intentional and unintentional human and non-human actions may cause material disruption in the availability of the information technology systems we use in our business.*
- The Russian invasion of Ukraine and the resulting imposition of sanctions by the U.S., U.K. and EU on Russia and Russia-related businesses created global instability.
- As we continue to incorporate climate change and other ESG factors in our business strategy, we cannot be certain that shareholders, investors and other influential environmental and social-focused groups will agree with our approach, which may adversely impact our ability to raise funds in the capital markets, our share price and our results of operations.
- Our information technology systems may be unable to meet the demands of customers and our workforce.
- Technology failures and cyber attacks, including, but not limited to, ransomware, exploitation in software or code with malicious intent, state-sponsored cyber attacks, as well as vulnerabilities relating to new technologies, such as generative AI, may impact us or our business partners and service providers, causing a disruption in service and operations which could materially and negatively impact our business and/or expose us to litigation.
- Cyber incidents or data breaches caused by bad actors or unintentional human error impacting data, including personal data, we maintain or use during our business operations may result in regulatory fines or action, reputation damage and a disruption in our business operations.
- New legislation or regulations relating to the U.K.’s withdrawal from the EU could adversely affect us.
adversely and materially impact our investments, financial condition and results of operation.
There has been significant consolidation in the insurance and reinsurance sector in recent years and we may experience increased competition as a result of that consolidation, with consolidated entities having enhanced market power.
These consolidated entities may use their enhanced market power and broader capital base to negotiate price reductions for products and services that compete with ours, and we may experience rate declines and possibly write less business.
We also compete on the basis of product offerings and other factors, such as our approach to ESG and our use of technologies, and customers may be drawn to our competitors based on these factors.
In addition, there are different types of
There is great uncertainty around how severe and how long a recession will last on a global and local basis.
While our risk management and business strategy take recessionary conditions into account, we cannot accurately predict the full impact of a recession on our results of business operations.
error and misestimation.
transition that these companies make towards addressing climate risk in their own businesses.
*The Russian invasion of Ukraine and the resulting imposition of sanctions by the U.S., U.K. and EU on Russia and Russia-related businesses created global instability.*
the impact will depend on the outcome of the war in Ukraine and the nature of future sanctions packages.
*As we continue to incorporate climate change and other ESG factors in our business strategy, we cannot be certain that shareholders, investors and other influential environmental and social-focused groups will agree with our approach, which may adversely impact our ability to raise funds in the capital markets, our share price and our results of operations.*
Shareholders and investors have placed increased importance on how we are addressing ESG issues.
ESG encompass a wide range of issues, including climate change and other environmental risks.
ESG also includes social factors, such as how we manage our suppliers, the way we interact with our employees and communities and our diversity and inclusion efforts.
We believe that our success depends on our commitment to a diverse workforce, an informed and active dialogue about ESG issues with our customers and shareholders and the strength of our ERM framework.
We cannot predict whether our business decisions, business strategy and disclosures relating to climate change and other ESG issues will meet the expectations or particular requirements of certain key institutional shareholders in particular.
We may be adversely impacted if shareholders or investors do not agree with, or are not satisfied with, our business strategy and approach to climate change or social concerns and decide to sell or not purchase our equity or debt instruments or to publicize their
dissatisfaction.
In addition, we cannot predict how legal challenges to diversity and inclusion recruitment programs may impact our efforts in this area.
adverse effect on our financial condition or our results of operations, possibly to the extent of eliminating our shareholders’ equity.
to meet their obligations to us or the reinsurance or retrocessional protections purchased by us are exhausted or are otherwise unavailable for any reason.
While we had exposure to a number of lines of business, such as trade credit, travel, workers compensation and property where business interruption coverage under a pandemic such as COVID-19 was at issue, the number of claims in this area has decreased greatly in 2022.
and into 2023.
We continue to monitor the impact of COVID-19 on our claims process in the U.S and U.K. in particular, although we do not expect the impact to be significant.
obligations to us.
Specifically, our information technology systems service our insurance portfolios.
Our customers, require that we conduct our business in a secure manner, electronically via the Internet or via electronic data transmission.
We must continually invest significant resources in establishing and maintaining electronic connectivity with customers.
In order to integrate electronically with customers in the mortgage insurance industry, we require electronic connections between our systems and those of the industry's largest mortgage servicing systems and leading pricing and loan origination systems.
Our mortgage group currently possesses connectivity with certain of these external systems, but there is no assurance that such connectivity is sufficient, and we are continually undertaking new electronic integration efforts with third party loan servicing, pricing and origination systems.
We also rely on electronic integrations in our insurance operations with third parties and customers.
Inflation and supply chain issues for components to support our informational technology systems or those of our vendors pose risks which are beyond our control and may be difficult to manage.
Our business, financial condition and operating results may be adversely affected if we do not possess or timely acquire the requisite set of electronic integrations necessary to keep pace with the technological demands of customers.
An excerpt. Shown here: 40 of 118 rewritten, 40 of 74 added and 40 of 78 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2024 filing and the FY2023 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
507 rewritten, 241 added, 167 removed, 938 unchanged
The following is a discussion and analysis of the financial condition and results of operations for the year ended December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]
Comparisons between [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] have been omitted from this Form 10-K, but may be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of the Company's Annual Report on Form 10-K year ended December 31, [removed: 2022] [added: 2023] filed with the SEC.
Important factors that could cause actual events or results to differ materially from those indicated in such statements are discussed in this report, including the sections entitled “[Cautionary Note Regarding Forward-Looking [removed: Statements](#ib89e004b6a054ea2a766671057f9304f_13),”] [added: Statements](#i8f00ce33b17040b5b34e6d7060c3031e_13),”] and “[Risk [removed: Factors](#ib89e004b6a054ea2a766671057f9304f_49).”][added: Factors](#i8f00ce33b17040b5b34e6d7060c3031e_49).”]
This discussion and analysis should be read in conjunction with our audited consolidated financial statements and notes thereto presented under [Item [removed: 8](#ib89e004b6a054ea2a766671057f9304f_142).][added: 8](#i8f00ce33b17040b5b34e6d7060c3031e_145).]
| Current Outlook | | | | | | | | | [removed: [65](#ib89e004b6a054ea2a766671057f9304f_91)] [added: [68](#i8f00ce33b17040b5b34e6d7060c3031e_94)] | | |
| Financial Measures | | | | | | | | | [removed: [66](#ib89e004b6a054ea2a766671057f9304f_94)] [added: [69](#i8f00ce33b17040b5b34e6d7060c3031e_97)] | | |
| Comments on Non-GAAP Measures | | | | | | | | | [removed: [67](#ib89e004b6a054ea2a766671057f9304f_97)] [added: [70](#i8f00ce33b17040b5b34e6d7060c3031e_100)] | | |
| Summary of Critical Accounting Estimates | | | | | | | | | [removed: [75](#ib89e004b6a054ea2a766671057f9304f_115)] [added: [78](#i8f00ce33b17040b5b34e6d7060c3031e_118)] | | |
| Contractual Obligations and Commitments | | | | | | | | | [removed: [90](#ib89e004b6a054ea2a766671057f9304f_127)] [added: [93](#i8f00ce33b17040b5b34e6d7060c3031e_130)] | | |
| Catastrophic Events and Severe Economic Events | | | | | | | | | [removed: [91](#ib89e004b6a054ea2a766671057f9304f_133)] [added: [94](#i8f00ce33b17040b5b34e6d7060c3031e_136)] | | |
| Market Sensitive Instruments and Risk Management | | | | | | | | | [removed: [93](#ib89e004b6a054ea2a766671057f9304f_136)] [added: [95](#i8f00ce33b17040b5b34e6d7060c3031e_139)] | | |
| ARCH CAPITAL | | | [removed: 64] [added: 67] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
Arch Capital Group Ltd. (“Arch Capital” and, together with its subsidiaries, “we” or “us”) is a publicly listed Bermuda exempted company with approximately [removed: $21.1] [added: $23.5] billion in capital at December 31, [removed: 2023] [added: 2024] and is part of the S&P 500 index.
As we [removed: conclude another record year and] head into [removed: 2024,] [added: 2025,] our objective [removed: remains the same,] to deliver [removed: long term] [added: long-term] value for our [removed: shareholders.][added: shareholders remains the same.]
See [“Comment on Non-GAAP Financial [removed: Measures.”](#ib89e004b6a054ea2a766671057f9304f_97)][added: Measures.”](#i8f00ce33b17040b5b34e6d7060c3031e_100)]
Our underwriting culture dictates that we include a meaningful margin of safety in our pricing, especially [removed: in softer conditions] [added: given competitive market conditions,] and take a longer term view of inflation and rates.
As underwriting opportunities arise, our reinsurance segment [removed: is able to react] [added: reacts] quickly and significantly when markets pivot.
| ARCH CAPITAL | | | [removed: 65] [added: 68] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
[added: After-tax operating income available to Arch common shareholders, a “non-GAAP measure” as defined in the SEC rules, represents net income available to Arch common shareholders, excluding net realized gains or losses] (which includes [added: realized and unrealized] changes in the [added: fair value of equity securities and assets accounted for using the fair value option, realized and unrealized gains or losses on derivative instruments, changes in the] allowance for credit losses on financial assets and [removed: net impairment] [added: gains or] losses [removed: recognized in earnings),] [added: realized from the acquisition or disposition of subsidiaries),] equity in net income or loss of investments accounted for using the equity method, net foreign exchange gains or losses, transaction costs and other, loss on redemption of preferred shares and income taxes.
Our annualized net income return on average common equity was [removed: 29.7%] [added: 22.8%] for [removed: 2023,] [added: 2024,] compared to [removed: 11.6%] [added: 29.7%] for [removed: 2022.][added: 2023.]
Total return is calculated on a pre-tax basis before investment [removed: expenses, excluding amounts reflected in the ‘other’ segment,] [added: expenses] and reflects the effect of financial market conditions along with foreign currency fluctuations.
| [removed: Year] [added: | | | Year] Ended December [removed: 31, 2022] [added: 31,] | | | [removed: \-6.45] | | [removed: %] | | | | [removed: \-9.60] | | [removed: %] | [added: | | | | | | | | |]
[removed: (1) Our investment] [added: (2) Investment] expenses were approximately 0.26% [removed: and 0.28%, respectively,] of average invested assets [removed: in 2023 and 2022.][added: for 2024, consistent with 0.26% for 2023.]
We continue to maintain a relatively short duration on our [added: fixed income] portfolio of [removed: 2.91] [added: 3.31] years at December 31, [removed: 2023.][added: 2024.]
| ARCH CAPITAL | | | [removed: 66] [added: 69] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
The benchmark return index is a customized combination of indices intended to approximate a target portfolio by asset mix and average credit quality [removed: while also] [added: with a fixed income component] matching the approximate estimated duration and currency mix of our insurance and reinsurance liabilities.
Although the estimated [added: fixed income] duration and average credit quality of this index will move as the duration and rating of its constituent securities change, generally we do not adjust the composition of the benchmark return index [added: during the year] except to incorporate changes to the mix of liability currencies and durations noted above.
At December 31, [removed: 2023,] [added: 2024,] the [added: fixed income portion of the] benchmark [removed: return index] had an average credit quality of “A1” by [removed: Moody’s,] [added: Moody’s and] an estimated [added: fixed income] duration of [removed: 2.64] [added: 3.18] years.
| ICE BofA 1-10 Year U.S. Corporate Index | | | [removed: 28.50] [added: 27.70] | | |
| Yield on 3-5 Year U.S. Treasury Index plus 6% | | | [removed: 16.50] [added: 17.00] | | |
| ICE BofA 1-10 Year U.S. Treasury Index | | | [removed: 15.75] [added: 15.00] | | |
| ICE BofA U.S. High Yield Constrained Index | | | [removed: 8.00] [added: 6.00] | | |
| ICE BofA 1-5 Year U.K. Gilt Index | | | [removed: 5.50] [added: 5.25] | | |
| JPM CLOIE Investment Grade | | | [removed: 4.50] [added: 6.00] | | |
| ICE BofA German Government 1-5 Year Index | | | [removed: 2.80] [added: 3.25] | | |
| ICE BofA German Government 5-7 Year Index | | | [removed: 1.20] [added: 0.60] | | |
| S&P 500 Total Return Index | | | [removed: 4.00] [added: 4.75] | | |
| ICE BofA U.S. ABS & CMBS Index | | | [removed: 3.00] [added: 4.50] | | |
| ICE BofA 1-5 Year Australia Government Index | | | [removed: 2.50] [added: 2.35] | | |
| ICE BofA 1-5 Year Canada Government Index | | | [removed: 2.70] [added: 2.55] | | |
| Overview | | | | | | | | | [68](#i8f00ce33b17040b5b34e6d7060c3031e_91) | | |
| Results of Operations | | | | | | | | | [72](#i8f00ce33b17040b5b34e6d7060c3031e_103) | | |
| | | | Insurance Segment | | | | | | [72](#i8f00ce33b17040b5b34e6d7060c3031e_106) | | |
| | | | Reinsurance Segment | | | | | | [74](#i8f00ce33b17040b5b34e6d7060c3031e_109) | | |
| | | | Mortgage Segment | | | | | | [75](#i8f00ce33b17040b5b34e6d7060c3031e_112) | | |
| | | | Corporate | | | | | | [76](#i8f00ce33b17040b5b34e6d7060c3031e_115) | | |
| Financial Condition | | | | | | | | | [86](#i8f00ce33b17040b5b34e6d7060c3031e_121) | | |
| Liquidity | | | | | | | | | [88](#i8f00ce33b17040b5b34e6d7060c3031e_124) | | |
| Capital Resources | | | | | | | | | [90](#i8f00ce33b17040b5b34e6d7060c3031e_127) | | |
| Ratings | | | | | | | | | [93](#i8f00ce33b17040b5b34e6d7060c3031e_133) | | |
We will continue to execute on the key pillars of our strategy which are: to build a diversified mix of businesses; actively manage the underwriting cycle; remain prudent stewards of the capital entrusted to us by our shareholders; and be dynamic managers of a data-driven enterprise with a culture that attracts best-in-class talent.
Book value per share, a key measure of value creation, ended 2024 at $53.11, representing a 13.1% increase for the year and up 23.8% after adjusting for the impact of the $5 per share special dividend paid to common shareholders in December 2024.
The decision to pay a special dividend was the result of Arch's strong financial performance and capital position and represented an effective means of returning excess capital to our shareholders.
Overall, we believe the property and casualty environment remains favorable, despite increasing competition in many of our lines of business.
This makes underwriting and risk mitigation increasingly important.
Our underwriting strategies empower our businesses to respond quickly to their trading environment.
This has been, and remains, a competitive advantage as we have the agility and expertise to reallocate capital to more profitable opportunities across our diversified platform.
We are selectively deploying capital to the areas producing attractive risk-adjusted returns, such as insurance and reinsurance liability lines, specialty business at Lloyd's and property catastrophe reinsurance.
A high level of industry catastrophic losses throughout 2024, combined with the California wildfires at the start of 2025, should continue to support demand for property insurance and reinsurance.
Notwithstanding this increased loss activity, we believe the property market remains attractive.
On the casualty side, we believe that rates are continuing to outpace loss cost trends, and have selectively increased casualty writings in both our insurance and reinsurance segments.
Our property and casualty underwriting teams continued to benefit from attractive market conditions, delivering a combined $1.6 billion of underwriting income and over $20 billion of gross premiums written in 2024, up nearly 19% from 2023.
Our reinsurance segment contributed $1.2 billion of underwriting income in 2024, despite the impact of catastrophic events.
At the January 1, 2025 renewals, we selectively increased our writings in property, liability and specialty lines with a focus not only on price adequacy, but also terms and conditions.
Our insurance segment also seized on strong growth opportunities in 2024, while elevated catastrophe activity such as Hurricanes Helene and Milton limited underwriting income.
For the full year, the insurance group contributed $6.9 billion of net premium written, a 17% increase from 2023 and delivered $0.3 billion of underwriting income.
On August 1, 2024, we completed the acquisition of the U.S. MidCorp and Entertainment insurance businesses from Allianz (“MCE Acquisition”).
As such, the insurance segment’s 2024 results include five months of activity related to the acquired business.
This acquisition expands our capabilities for insureds in the U.S. middle markets and represents an important component of our insurance segment.
Excluding the MCE Acquisition, insurance growth was in the mid-single digits and included attractive opportunities in casualty, programs and in the London specialty market.
Looking ahead, we expect primary market conditions to remain competitive given the attractive underlying margins, which may result in a slowdown of new business opportunities.
Our mortgage segment continued to deliver a steady level of earnings for our shareholders, generating $1.1 billion of underwriting income in 2024, resulting in the third consecutive year of delivering over $1 billion of underwriting income.
While new originations remain tempered by relatively high mortgage interest rates, underlying fundamentals remained strong and our U.S. market share was stable as industry pricing discipline held.
The persistency of our in force U.S. primary mortgage insurance portfolio remained a healthy 82.1% and the delinquency rate remained low.
Book value per share was $53.11 at December 31, 2024, a 13.1% increase from $46.94 at December 31, 2023, and an increase of 23.8% when incorporating the impact of the $1.9 billion special dividend paid to common shareholders in December 2024.
Our Operating ROAE was 18.9% for 2024, compared to 21.6% for 2023.
Returns for 2024 reflected strong underwriting and investment returns, albeit with an elevated level of catastrophe activity.
| Year Ended December 31, 2024 | | | 5.08 | | % | | | | 5.22 | | % |
Total return for 2024 primarily reflected the effects of sustained higher interest rates available in the market, along with growth in invested assets due in part to strong operating cash flows.
It is recalibrated annually.
| | | | | | | | | | | | |
| Overview | | | | | | | | | [65](#ib89e004b6a054ea2a766671057f9304f_88) | | |
| Results of Operations | | | | | | | | | [69](#ib89e004b6a054ea2a766671057f9304f_100) | | |
| | | | Insurance Segment | | | | | | [69](#ib89e004b6a054ea2a766671057f9304f_103) | | |
| | | | Reinsurance Segment | | | | | | [71](#ib89e004b6a054ea2a766671057f9304f_106) | | |
| | | | Mortgage Segment | | | | | | [72](#ib89e004b6a054ea2a766671057f9304f_109) | | |
| | | | Corporate Segment | | | | | | [73](#ib89e004b6a054ea2a766671057f9304f_112) | | |
| Financial Condition | | | | | | | | | [83](#ib89e004b6a054ea2a766671057f9304f_118) | | |
| Liquidity | | | | | | | | | [85](#ib89e004b6a054ea2a766671057f9304f_121) | | |
| Capital Resources | | | | | | | | | [87](#ib89e004b6a054ea2a766671057f9304f_124) | | |
| Ratings | | | | | | | | | [91](#ib89e004b6a054ea2a766671057f9304f_130) | | |
With our commitment to underwriting acumen, prudent reserving and cycle-focused capital allocation, we were able to deliver another profitable year.
Our full year financial performance was excellent, with an annualized net income and operating returns on average common equity of 29.7% and 21.6%, respectively.
We continue to execute our cycle management strategy by actively allocating capital to the segments with the best risk adjusted returns.
Growth was strong all year in our property and casualty segments which wrote over $17 billion of gross premium written and over $12.4 billion of net premium written, and, while most current growth opportunities are in the property and casualty sector, it is important to recognize the steady and quality underwriting performance of our mortgage group.
Although mortgage market conditions meant fewer opportunities for top line growth, the mortgage segment continued to generate significant profits totaling nearly $1.1 billion of underwriting income for the year.
At Arch, our primary focus has always been on rate adequacy, regardless of market conditions.
In the reinsurance property market, our overall exposure to property catastrophe risk remains well below our self imposed threshold (see [“Catastrophic and Severe Economic](#ib89e004b6a054ea2a766671057f9304f_133) [](#ib89e004b6a054ea2a766671057f9304f_133)[Events”](#ib89e004b6a054ea2a766671057f9304f_133)) and, because of our diversified portfolio and broad set of opportunities, we retain the flexibility to pursue the most attractive returns across lines and geographies.
The hard market conditions remained elevated in several lines during the January 1, 2024 renewal cycle.
In our insurance segment, we continue to take advantage of favorable global market conditions with net premiums written up 17% in 2023.
Although pricing has declined in some lines, such as large public directors and officers liability insurance, the markets in which our insurance segment operates generally continue to provide adequate returns.
In 2023, the most notable gains came in property, marine, construction and national accounts.
Inflation continues to be a focus for our industry.
We proactively analyze available data and we incorporate emerging trends into our pricing and reserving.
We believe that this discipline, coupled with increases in future investment returns and prudent reserving, allows us to maximize the capabilities of our diversified platform.
Our mortgage segment continues to deliver a steady level of earnings for our shareholders.
Higher persistency of our in force U.S. primary mortgage insurance portfolio helped offset the significant industry wide reduction in mortgage originations in 2023.
The credit profile of our U.S. primary mortgage insurance portfolio remains excellent and the overall mortgage market continues to be disciplined and return focused.
We continue to see meaningful opportunities for the mortgage segment outside of the U.S. and our strategic decision to diversify our mortgage operations is yielding positive results.
Book value per share was $46.94 at December 31, 2023, a 43.9% increase from $32.62 at December 31, 2022.
The increase in book value per share in 2023 reflected strong underwriting and investment results and also reflected the establishment of a net deferred income tax asset of $1.18 billion, or $3.16 per share, related to the enactment of Bermuda’s new corporate income tax.
After-tax operating income available to Arch common shareholders, a “non-GAAP measure” as defined in the SEC rules, represents net income available to Arch common shareholders, excluding net realized gains or losses
Our Operating ROAE was 21.6% for 2023, compared to 14.8% for 2022, with the higher return in 2023 primarily resulting from improved underwriting results and growth in net investment income.
Total return for 2023 reflected strong returns in fixed income, equity and alternative strategies.
Actual performance trailed the benchmark return for the year, largely due to the portfolio being underweight risk assets compared to the benchmark.
The index is intended solely to provide, unlike many master indices that change based on the size of their constituent indices, a relatively stable basket of investable indices.
gains or losses, transaction costs and other, net of income taxes (which for the 2023 fourth quarter includes a one-time deferred income tax benefit related to the enactment of Bermuda’s new corporate income tax), and the use of annualized operating return on average common equity.
Along with consolidated underwriting income, we provide a subtotal of underwriting income or loss before the contribution from the ‘other’ segment.
Through June 30, 2021, the ‘other’ segment included the results of Somers Holdings Ltd. (formerly Watford Holdings Ltd.).
Somers Holdings Ltd. is the parent of Somers Re Ltd., a multi-line Bermuda reinsurance company (together with Somers Holdings Ltd., “Somers”).
An excerpt. Shown here: 40 of 507 rewritten, 40 of 241 added and 40 of 167 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2024 filing and the FY2023 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
1 rewritten, 0 added, 0 removed, 3 unchanged
| ARCH CAPITAL | | | [removed: 95] [added: 98] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
Item 1. BUSINESS
281 rewritten, 212 added, 141 removed, 836 unchanged
We refer you to Item 1A [“Risk [removed: Factors”](#ib89e004b6a054ea2a766671057f9304f_49)] [added: Factors”](#i8f00ce33b17040b5b34e6d7060c3031e_49)] for a discussion of risk factors relating to our business.
Arch Capital is a publicly listed Bermuda exempted company with approximately [removed: $21.1] [added: $23.5] billion in capital at December 31, [removed: 2023] [added: 2024] and is part of the S&P 500 index.
For [removed: 2023,] [added: 2024,] we wrote [removed: $13.5] [added: $15.7] billion of net premiums and reported net income available to Arch common shareholders of [removed: $4.4] [added: $4.3] billion.
Book value per share was [removed: $46.94] [added: $53.11] at December 31, [removed: 2023,] [added: 2024,] compared to [removed: $32.62] [added: $46.94] per share at December 31, [removed: 2022.][added: 2023.]
Our insurance underwriting platform initially consisted of our Bermuda and U.S. operations, followed by the establishment of our United Kingdom-based carrier, Arch Insurance [removed: (U.K.)] [added: (UK)] Limited (“Arch Insurance (U.K.)”) in 2004 and Canadian operations in 2005.
[removed: In addition to the U.S. reinsurance treaty activities of Arch Re U.S., we launched our] [added: Our] property facultative reinsurance underwriting operations [removed: in 2007, which underwrite] [added: write business] in the U.S., Canada and Europe.
In [removed: 2008,] [added: 2006,] we [removed: formed] [added: commenced our European reinsurance operations with] Arch Reinsurance Europe [added: Underwriting] Designated Activity Company (“Arch Re Europe”), our [removed: Ireland-based] [added: Ireland-headquartered] reinsurance company [removed: headquartered in Ireland] with offices in [removed: Switzerland and] [added: Switzerland,] the U.K. [removed: The acquisition] [added: and, as] of [removed: Barbican in 2019 also contributed to our reinsurance operations.][added: 2024, France.]
The acquisition included [removed: Somerset’s] [added: Somerset] Group’s motor insurance managing general agent, distribution capabilities [added: through direct and aggregator channels, affiliated insurer and fully integrated claims operation.]
| ARCH CAPITAL | | | 3 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
These operations include providers which are [removed: also] approved as eligible mortgage insurers by Federal National Mortgage Association (“Fannie Mae”) and Federal Home Loan Mortgage Corporation (“Freddie Mac”), each a GSE.
The majority of our European business is written through our Ireland-based carrier, Arch Insurance [removed: (EU) Designated Activity Company (“Arch Insurance (EU)”),] [added: (EU),] which was authorized in 2011 to provide mortgage insurance products and services to the European and U.K. markets.
In 2019, Arch LMI Pty Ltd. (“Arch LMI”) was authorized by the Australian Prudential Regulation Authority (“APRA”) to write lenders’ mortgage insurance [added: (“LMI”)] on a direct basis in Australia.
We expanded our presence in Australia in August 2021 by acquiring Westpac Lenders Mortgage Insurance Limited, another APRA approved writer of [removed: lenders’] [added: lenders] mortgage insurance, which has since been renamed Arch Lenders Mortgage Indemnity Ltd. (“Arch Indemnity”).
Somers Holdings Ltd. is the parent of Somers Re Ltd. (formerly Watford Re Ltd.), a multi-line Bermuda [removed: reinsurance] [added: (re)insurance] company (together with Somers Holdings Ltd., “Somers”).
Arch Capital assigned its rights under the Merger Agreement to Greysbridge Holdings Ltd. [added: (“Greysbridge”).]
Somers is wholly owned by Greysbridge, and Greysbridge is owned 40% by Arch, [removed: 30%] [added: and the balance is owned] by certain funds managed by Kelso & Company (“Kelso”) and [removed: 30% by] certain funds managed by Warburg Pincus LLC (“Warburg”).
In 2017, [removed: we] [added: Arch and certain co-investors] acquired approximately 25% of Premia Holdings Ltd. Premia Holdings Ltd. is the parent of Premia Reinsurance Ltd., a multi-line Bermuda reinsurance company (together with Premia Holdings Ltd., “Premia”).
In 2021, [removed: a] [added: the] Company completed the share purchase agreement with Natixis, a French financial services firm, to purchase 29.5% of the common equity of Coface SA (“Coface”), a France-based leader in the global trade credit insurance market.
The Board of Directors of Arch Capital (the “Board”) has [removed: authorized the investment in Arch Capital’s] [added: approved] common [removed: shares through a] share repurchase [added: authorizations under our share repurchase] program.
Repurchases under the share repurchase program may be effected from time to time in open market or privately negotiated [removed: transactions through December 31, 2024.][added: transactions.]
Since the inception of the share repurchase program in February 2007 through December 31, [removed: 2023,] [added: 2024,] Arch Capital has repurchased [removed: 433.6] [added: 433.8] million common shares for an aggregate purchase price of $5.9 billion.
At December 31, [removed: 2023,] [added: 2024,] the total remaining authorization under the share repurchase program was [removed: $1.0 billion.][added: $996.8 million.]
[removed: We classify our businesses into three underwriting segments – insurance, reinsurance and mortgage and two operating segments – corporate and ‘other.’] For an analysis of our underwriting results by segment, see [note 4, “Segment [removed: Information,”](#ib89e004b6a054ea2a766671057f9304f_172)] [added: Information,”](#i8f00ce33b17040b5b34e6d7060c3031e_175)] to our consolidated financial statements in Item 8 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations.”
Our insurance operations are conducted in Bermuda, the [removed: U.S,] [added: U.S.,] the U.K., Europe, Canada, and Australia.
| ARCH CAPITAL | | | 4 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
[removed: In the U.S., our] [added: Our] insurance group’s principal insurance subsidiaries are Arch Insurance Company (“Arch Insurance”), Arch Specialty Insurance Company (“Arch Specialty”), Arch Indemnity Insurance Company (“Arch Indemnity Insurance”) and Arch Property Casualty Insurance Company (“Arch P&C”).
Arch P&C, which is not currently writing business, is an admitted insurer in [removed: 44] [added: 47] states and the District of Columbia and is filing applications for admission in all remaining states where it is not yet admitted.
Our insurance group also operates [removed: McNeil,] [added: McNeil & Company, Inc.,] a specialized risk manager and a program administrator [added: we acquired in 2018] based in Cortland, New York.
[removed: In 2019,] Arch Insurance (EU), based in Dublin, Ireland, received authorization from the Central Bank of Ireland (“CBI”) to expand its authorized classes of business as part of our plan to address the U.K.’s departure from the [removed: European Union] [added: EU] (“Brexit”).
From January [removed: 2020,] [added: 2021,] all of the insurance business in the [removed: European Union (“EU”)] [added: EU] previously written by Arch Insurance (U.K.) is now written through Arch Insurance (EU).
AMAL also acts as managing agent for third party members of Arch Syndicate [added: 1955.]
Collectively, the U.K. insurance operations are referred to as “Arch U.K.” Arch U.K. conducts its operations from London and other locations in the U.K. [removed: In December 2023,] [added: On May 1, 2024,] we [removed: signed an agreement for] [added: completed] the sale of Castel Underwriting Agencies Limited, a managing general agency in the U.K. that we acquired as part of the Barbican acquisition.
Our insurance group believes that centralizing [removed: the] control of such product line with the respective underwriting executive allows for [removed: close] [added: tight] management of underwriting and creates clear accountability for results.
Our U.S. insurance group has five regional offices, and the executive in charge of each region is primarily responsible for all aspects of the marketing and distribution of our insurance group’s products, including the management of broker and other producer [removed: relationships] [added: relationships,] in [removed: such] [added: the] executive’s respective region.
In our non-U.S. offices, a similar philosophy is observed, with responsibility for the management of each product line residing with the senior underwriting executive in charge of [removed: such] [added: the relevant] product line.
Our insurance group believes that the key to this approach is adherence to uniform underwriting [added: standards across all types of business.]
| ARCH CAPITAL | | | 5 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
We believe our ability to handle claims expeditiously and satisfactorily is a key to our [removed: success.]
We work with select international, national and regional retail and wholesale brokers and leading managing general agencies and program administrators, [removed: including McNeil,] to distribute our insurance products.
*•Grow strategic [removed: partnerships or] [added: partnerships,] acquire [added: or build] strategic businesses in [removed: stable and] niche [removed: areas.*] [added: areas or lines of business.*] Our insurance group aims to build more integrated long-term alignment with strategic partners offering superior access to niche opportunities, quality scalable businesses, or lines with reliable defensive qualities.
Our Ireland-based carrier, Arch Insurance (EU) Designated Activity Company (“Arch Insurance (EU)”) writes primarily European Union (“EU”) business and expanded its presence across Europe in 2023 with branch offices in Spain and France.
On August 1, 2024 we expanded our U.S. insurance middle market presence with the acquisition of Allianz’s U.S. Middle Market Property and Casualty insurance business and U.S. Entertainment Property and Casualty insurance business, representing an important part of our growth strategy in the U.S. See “Operations—Insurance Operations” for further details on our insurance operations.
Our Danish underwriting agency was formed in 2007 with a focus on Accident & Health business.
The acquisition of
Barbican in 2019 also contributed to our reinsurance operations in the London market.
It is our belief that our underwriting platform, our experienced management team and our strong capital base have enabled us to create a diversified, specialty-focused company targeting areas where we can best apply our specialized underwriting expertise, distribution and customer capabilities.
Under the terms of the Greysbridge shareholder agreement, beginning January 1, 2024, Arch Capital has a call right (but not the obligation) and Warburg and Kelso each have a put right (but not the obligation) to buy/sell a certain amount of each of Warburg and Kelso’s initial shares annually at the current year end tangible book value per share of Greysbridge.
In 2024, Warburg and Kelso both delivered a put option notice to sell a certain amount of their initial shares.
The transaction, which will involve third-party purchasers of such shares, is expected to close in the 2025 calendar year, subject to any required regulatory approvals and other closing conditions.
During the 2024 fiscal year, we repurchased approximately $24 million worth of ACGL common shares.
We classify our businesses into three underwriting segments – insurance, reinsurance and mortgage.
In 2024, we acquired Watford Insurance Company (“WIC”) from Somers.
WIC is an admitted insurer in all 50 states and the District of Columbia.
On August 1, 2024, the Company completed the acquisition of Allianz’s U.S Middle Market Property & Casualty Insurance and U.S. Entertainment Property and Casualty Insurance Business (“MCE Acquisition”).
This business is written by Fireman’s Fund Insurance Company, an affiliate of Allianz, and its subsidiaries (collectively, the “Business Entities”), in each case, relating to relevant policies with accident years 2016 and onwards (collectively, the
“Business”), as well as certain assets of Allianz and its affiliates related to the Business.
In connection with the acquisition of the Business, the Company also entered into certain reinsurance agreements relating to the Business and the Business Entities and other agreements providing for administration and other services for the Business Entities by the Company for the applicable policies being reinsured following the closing.
The acquisition of the Business is an important part of the Company’s growth strategy, and provides a ballast to our existing insurance business.
It further enhances the Company’s capabilities in the U.S. middle markets and represents an attractive way to enter a new niche entertainment insurance market.
- *Maintain disciplined underwriting standards using our experience and strategic analytics to drive decisions*.
This strategy is underpinned by our belief in using data and strategic analytics to assess business through hard and soft underwriting conditions.
success.
- *Create or acquire scalable and diversified underwriting platforms which can flex depending on the underwriting cycle.* Our experience as cycle managers is complemented by scalable underwriting platforms enabling us to increase or decrease our business as market conditions demand.
The MCE platform enhances our U.S. focus on middle market companies using our strategic analytics capabilities and continued focus on customer solutions.
We continue to focus on specialty risks as we build out a diversified platform across the insurance segment.
Outside of the U.S., we are focused on continued expansion in continental Europe and optimizing opportunities in the London Market.
*Underwriting Philosophy.* We seek to generate an underwriting profit based on our careful analysis across each product line that focuses on the following:
We employ analytic capabilities to support this philosophy.
Clients (insureds) are referred to our insurance group through a large number of international,
philosophy of each reinsurer.
In October 2024, the U.S. Department of the Treasury, Bureau of Fiscal Services (“BFS”) recognized Arch Re Bermuda as an “Alien Reinsurer” (except on excess risks running to the U.S.), which allows T-Listed ceding companies to eliminate regulatory collateral requirements under the U.S. Treasury rules.
reinsurer and a life reinsurer, is headquartered in Dublin, Ireland with branch offices in France, Switzerland and the U.K. AMAL is the managing agent for the reinsurance operations of our Lloyd’s Syndicates.
order to compare the cedent’s historical loss experience to industry averages;
See [note 8, “Reinsurance,”](#i8f00ce33b17040b5b34e6d7060c3031e_187) to our consolidated financial statements in Item 8.
management to offer mortgage insurance, reinsurance and other risk-sharing products in the U.S., Europe, the U.K. and Australia.
We have been a leading provider of mortgage insurance products and services to national and regional banks and mortgage originators for most of the last decade, and this position has helped us generate significant business opportunities for Arch.
recourse, participation or by a qualified insurer.
Artificial Intelligence
Artificial intelligence (“AI”) encompasses a range of machine-based capabilities, including traditional rule-based and machine learning AI as well as generative AI.
We incorporate AI to assist with tasks such as catastrophe modeling and predictive analytics to help mitigate losses and enhance our product offerings.
Our U.S. platform grew with the 2018 acquisition of McNeil & Company, Inc. (“McNeil”), a U.S. nationwide leader in specialized risk management and program administration.
See “Operations—Insurance Operations” for further details on our insurance operations.
Our European reinsurance operations commenced in 2006 in Zurich, Switzerland followed by the formation of a Danish underwriting agency in 2007.
through direct and aggregator channels, affiliated insurer and fully integrated claims operation.
It is our belief that our underwriting platform, our experienced management team and our strong capital base have enabled us to establish a strong presence in the markets in which we participate.
(“Greysbridge”).
During the 2023 fiscal year, we did not repurchase any shares under our share repurchase program.
1955.
The sale is expected to close in the first half of 2024, subject to regulatory approvals and other closing conditions.
- *Maintain a disciplined underwriting philosophy*.
standards across all types of business.
The Arch U.K. regional division has a retail distribution network in the U.K.
Our insurance group focuses on various specialty lines, as described in [note 4, “Segment Information,”](#ib89e004b6a054ea2a766671057f9304f_172) to our consolidated financial statements in Item 8.
*Underwriting Philosophy.* Our insurance group’s underwriting philosophy is to generate an underwriting profit (on both a gross and net basis) through prudent risk selection and proper pricing across all types of business.
One key to this philosophy is the adherence to uniform underwriting standards across each product line that focuses on the following:
Currently, some of our contracts with brokers provide for additional commissions based on volume.
reinsurance recoverables and collateral with unauthorized reinsurers.
Arch Re Europe, licensed and authorized as a non-life reinsurer and a life reinsurer, is headquartered in Dublin, Ireland with branch offices outside the EEA in Zurich and London.
AMAL is the managing agent for the reinsurance operations of Arch Syndicate 2012 and Arch Syndicate 1955.
In November 2023, we signed an agreement to acquire RMIC Companies, Inc. and its subsidiaries that together comprise the run-off mortgage insurance business of Old Republic International Corporation.
With the acquisition of UGC in 2016, a leading provider of mortgage insurance products and services to national and regional banks and mortgage originators, we became a leading provider of U.S. mortgage insurance.
originated by mortgage lenders and sold to the GSEs.
In 2013, Arch Re Bermuda became the first (re)insurance company to participate in Freddie Mac’s program to transfer certain credit risk in its single-family portfolio to the private sector.
Our companies share a focus
By better reflecting the demographics in the markets in which we operate while also actively seeking to instill norms for inclusive behavior, we aim to leverage all the best contributions and thinking across our Company.
In addition to “embedding” inclusion into our talent processes, e.g., promotion reviews, over 700 employees (mostly managers) have attended our intensive, six-week Fostering Inclusive Leadership program.
Importantly, this program requires participants to complete a business-related project as well as attend group discussions, where participants focus on how to apply inclusive techniques into the work experience.
belonging, provide leadership opportunities for members and contribute meaningfully to business outcomes.
Importantly, our networks include significant ally representation, which underscores the inclusive behavior of our people.
Our goal is to cultivate a workplace culture where all our employees can thrive by building awareness of inclusive practices and incorporating them into our regular course of business.
In addition, the new model has streamlined this process across our Company by using a common platform that we can easily scale as we grow.
In 2023, our senior leadership team met in person to discuss our strategy and vision for the future, foster continuous learning and a growth mindset for leaders and provide a forum for global executives to network across the Company.
To ease the impact on those most affected by inflation, effective in 2023, Arch introduced a salary-based premium structure for medical plans for U.S. based employees to help keep health care costs equitable and affordable.
More than 65% of employees had reductions in medical premiums for the same plan and coverage tier.
plans.
As part of our talent attraction, we have targeted programs aimed at diversifying our workforce.
Our website *www.archgroup.com* *(Investor Relations-Credit Ratings)* contains information about our ratings, but such information on our website is not incorporated by reference into this report.
As part of our corporate governance, the Board
We are subject to extensive regulation under applicable statutes in these countries and any other jurisdictions in which we operate.
surplus) by taking into account the risk characteristics of different aspects of the insurer’s business.
An excerpt. Shown here: 40 of 281 rewritten, 40 of 212 added and 40 of 141 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2024 filing and the FY2023 filing.
Item 3. LEGAL PROCEEDINGS
1 rewritten, 0 added, 3 removed, 1 unchanged
As of December 31, [removed: 2023,] [added: 2024,] we were not a party to any litigation or arbitration which is expected by management to have a material adverse effect on our results of operations and financial condition and liquidity.
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| ARCH CAPITAL | | | 61 | | | 2023 FORM 10-K | | |
Cover and table of contents
38 rewritten, 2 added, 0 removed, 114 unchanged
| | | | For the Fiscal Year [removed: Ended | | | December] [added: Ended December] 31, [removed: 2023 | | | Commission File No.] [added: 2024] | | | [removed: 001-16209] | | |
[removed: ][added: ]
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect [added: the] correction of an error to previously issued financial statements.
The aggregate market value of the voting and non-voting common equity held by non-affiliates, computed by reference to the closing price as reported by the Nasdaq Stock Market as of the last business day of the Registrant’s most recently completed second fiscal quarter, was approximately [removed: $26.9] [added: $36.6] billion.
As of February [removed: 16, 2024,] [added: 21, 2025,] there were [removed: 374,151,215] [added: 375,357,236] of the registrant’s common shares outstanding.
Portions of Part III [removed: and Part IV] incorporate by reference our definitive proxy statement for the [removed: 2024] [added: 2025] annual meeting of shareholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after December 31, [removed: 2023.][added: 2024.]
| ITEM 1. | | | [removed: [BUSINESS](#ib89e004b6a054ea2a766671057f9304f_16)] [added: [BUSINESS](#i8f00ce33b17040b5b34e6d7060c3031e_16)] | | | [removed: [3](#ib89e004b6a054ea2a766671057f9304f_16)] [added: [3](#i8f00ce33b17040b5b34e6d7060c3031e_16)] | | |
| ITEM 1A. | | | [RISK [removed: FACTORS](#ib89e004b6a054ea2a766671057f9304f_49)] [added: FACTORS](#i8f00ce33b17040b5b34e6d7060c3031e_49)] | | | [removed: [40](#ib89e004b6a054ea2a766671057f9304f_49)] [added: [43](#i8f00ce33b17040b5b34e6d7060c3031e_49)] | | |
| ITEM 1B. | | | [UNRESOLVED STAFF [removed: COMMENTS](#ib89e004b6a054ea2a766671057f9304f_67)] [added: COMMENTS](#i8f00ce33b17040b5b34e6d7060c3031e_67)] | | | [removed: [60](#ib89e004b6a054ea2a766671057f9304f_67)] [added: [63](#i8f00ce33b17040b5b34e6d7060c3031e_67)] | | |
| ITEM 1C. | | | [removed: [CYBERSECURITY](#ib89e004b6a054ea2a766671057f9304f_2298)] [added: [CYBERSECURITY](#i8f00ce33b17040b5b34e6d7060c3031e_70)] | | | [removed: [60](#ib89e004b6a054ea2a766671057f9304f_2298)] [added: [63](#i8f00ce33b17040b5b34e6d7060c3031e_70)] | | |
| ITEM 2. | | | [removed: [PROPERTIES](#ib89e004b6a054ea2a766671057f9304f_70)] [added: [PROPERTIES](#i8f00ce33b17040b5b34e6d7060c3031e_73)] | | | [removed: [61](#ib89e004b6a054ea2a766671057f9304f_70)] [added: [64](#i8f00ce33b17040b5b34e6d7060c3031e_73)] | | |
| ITEM 3. | | | [LEGAL [removed: PROCEEDINGS](#ib89e004b6a054ea2a766671057f9304f_73)] [added: PROCEEDINGS](#i8f00ce33b17040b5b34e6d7060c3031e_76)] | | | [removed: [61](#ib89e004b6a054ea2a766671057f9304f_73)] [added: [65](#i8f00ce33b17040b5b34e6d7060c3031e_76)] | | |
| ITEM 4. | | | [MINE SAFETY [removed: DISCLOSURES](#ib89e004b6a054ea2a766671057f9304f_76)] [added: DISCLOSURES](#i8f00ce33b17040b5b34e6d7060c3031e_79)] | | | [removed: [61](#ib89e004b6a054ea2a766671057f9304f_76)] [added: [65](#i8f00ce33b17040b5b34e6d7060c3031e_79)] | | |
| ITEM 5. | | | [MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#ib89e004b6a054ea2a766671057f9304f_79)] [added: SECURITIES](#i8f00ce33b17040b5b34e6d7060c3031e_82)] | | | [removed: [62](#ib89e004b6a054ea2a766671057f9304f_79)] [added: [65](#i8f00ce33b17040b5b34e6d7060c3031e_82)] | | |
| ITEM 6. | | | [removed: \[[RESERVED](#ib89e004b6a054ea2a766671057f9304f_82)\]] [added: \[[RESERVED](#i8f00ce33b17040b5b34e6d7060c3031e_85)\]] | | | [removed: [63](#ib89e004b6a054ea2a766671057f9304f_82)] [added: [66](#i8f00ce33b17040b5b34e6d7060c3031e_85)] | | |
| ITEM 7. | | | [MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#ib89e004b6a054ea2a766671057f9304f_85)] [added: OPERATIONS](#i8f00ce33b17040b5b34e6d7060c3031e_88)] | | | [removed: [64](#ib89e004b6a054ea2a766671057f9304f_85)] [added: [67](#i8f00ce33b17040b5b34e6d7060c3031e_88)] | | |
| ITEM 7A. | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#ib89e004b6a054ea2a766671057f9304f_139)] [added: RISK](#i8f00ce33b17040b5b34e6d7060c3031e_142)] | | | [removed: [95](#ib89e004b6a054ea2a766671057f9304f_139)] [added: [98](#i8f00ce33b17040b5b34e6d7060c3031e_142)] | | |
| ITEM 8. | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#ib89e004b6a054ea2a766671057f9304f_142)] [added: DATA](#i8f00ce33b17040b5b34e6d7060c3031e_145)] | | | [removed: [96](#ib89e004b6a054ea2a766671057f9304f_142)] [added: [99](#i8f00ce33b17040b5b34e6d7060c3031e_145)] | | |
| ITEM 9. | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#ib89e004b6a054ea2a766671057f9304f_253)] [added: DISCLOSURE](#i8f00ce33b17040b5b34e6d7060c3031e_256)] | | | [removed: [171](#ib89e004b6a054ea2a766671057f9304f_253)] [added: [171](#i8f00ce33b17040b5b34e6d7060c3031e_256)] | | |
| ITEM 9A. | | | [CONTROLS AND [removed: PROCEDURES](#ib89e004b6a054ea2a766671057f9304f_256)] [added: PROCEDURES](#i8f00ce33b17040b5b34e6d7060c3031e_259)] | | | [removed: [171](#ib89e004b6a054ea2a766671057f9304f_256)] [added: [171](#i8f00ce33b17040b5b34e6d7060c3031e_259)] | | |
| ITEM 9B. | | | [OTHER [removed: INFORMATION](#ib89e004b6a054ea2a766671057f9304f_259)] [added: INFORMATION](#i8f00ce33b17040b5b34e6d7060c3031e_262)] | | | [removed: [172](#ib89e004b6a054ea2a766671057f9304f_259)] [added: [172](#i8f00ce33b17040b5b34e6d7060c3031e_262)] | | |
| ITEM 9C. | | | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT [removed: INSPECTIONS](#ib89e004b6a054ea2a766671057f9304f_262)] [added: INSPECTIONS](#i8f00ce33b17040b5b34e6d7060c3031e_265)] | | | [removed: [172](#ib89e004b6a054ea2a766671057f9304f_262)] [added: [172](#i8f00ce33b17040b5b34e6d7060c3031e_265)] | | |
| ITEM 10. | | | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#ib89e004b6a054ea2a766671057f9304f_265)] [added: GOVERNANCE](#i8f00ce33b17040b5b34e6d7060c3031e_268)] | | | [removed: [172](#ib89e004b6a054ea2a766671057f9304f_265)] [added: [172](#i8f00ce33b17040b5b34e6d7060c3031e_268)] | | |
| ITEM 11. | | | [EXECUTIVE [removed: COMPENSATION](#ib89e004b6a054ea2a766671057f9304f_268)] [added: COMPENSATION](#i8f00ce33b17040b5b34e6d7060c3031e_271)] | | | [removed: [172](#ib89e004b6a054ea2a766671057f9304f_268)] [added: [172](#i8f00ce33b17040b5b34e6d7060c3031e_271)] | | |
| ITEM 12. | | | [SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER [removed: MATTERS](#ib89e004b6a054ea2a766671057f9304f_271)] [added: MATTERS](#i8f00ce33b17040b5b34e6d7060c3031e_274)] | | | [removed: [173](#ib89e004b6a054ea2a766671057f9304f_271)] [added: [173](#i8f00ce33b17040b5b34e6d7060c3031e_274)] | | |
| ITEM 13. | | | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#ib89e004b6a054ea2a766671057f9304f_274)] [added: INDEPENDENCE](#i8f00ce33b17040b5b34e6d7060c3031e_277)] | | | [removed: [173](#ib89e004b6a054ea2a766671057f9304f_274)] [added: [173](#i8f00ce33b17040b5b34e6d7060c3031e_277)] | | |
| ITEM 14. | | | [PRINCIPAL ACCOUNTANT FEES AND [removed: SERVICES](#ib89e004b6a054ea2a766671057f9304f_277)] [added: SERVICES](#i8f00ce33b17040b5b34e6d7060c3031e_280)] | | | [removed: [173](#ib89e004b6a054ea2a766671057f9304f_277)] [added: [173](#i8f00ce33b17040b5b34e6d7060c3031e_280)] | | |
| ITEM 15. | | | [EXHIBITS AND FINANCIAL STATEMENT [removed: SCHEDULES](#ib89e004b6a054ea2a766671057f9304f_280)] [added: SCHEDULES](#i8f00ce33b17040b5b34e6d7060c3031e_283)] | | | [removed: [174](#ib89e004b6a054ea2a766671057f9304f_280)] [added: [174](#i8f00ce33b17040b5b34e6d7060c3031e_283)] | | |
| ITEM 16. | | | [FORM 10-K [removed: SUMMARY](#ib89e004b6a054ea2a766671057f9304f_295)] [added: SUMMARY](#i8f00ce33b17040b5b34e6d7060c3031e_298)] | | | [removed: [185](#ib89e004b6a054ea2a766671057f9304f_295)] [added: [185](#i8f00ce33b17040b5b34e6d7060c3031e_298)] | | |
- general economic and market conditions (including inflation, interest rates, unemployment, housing prices, foreign currency exchange rates, prevailing credit [removed: terms] [added: terms, tariffs] and the depth and duration of a [removed: recession, including those resulting from COVID-19)] [added: recession)] and conditions specific to the reinsurance and insurance markets in which we operate;
- greater than expected loss ratios on business written by us and adverse development on claim and/or claim expense liabilities related to business written by our [removed: insurance and] [added: insurance,] reinsurance [added: and mortgage] subsidiaries;
- the effect of contagious diseases [removed: (including COVID-19)] on our business;
- acts of terrorism, [removed: geopolitical] political unrest and other [removed: regional and global] hostilities or other unforecasted and unpredictable events;
| ARCH CAPITAL | | | 1 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
- availability to us of reinsurance to manage our [removed: gross and] net [removed: exposures] [added: exposure] and the cost of such reinsurance;
- an incident, disruption in operations or other cyber event caused by [added: a] cyber [removed: attacks,] [added: attack, inadvertent error,] the use of artificial intelligence technologies or other technology on our systems or those of our business partners and service providers, which could negatively impact our business and/or expose us to litigation;
[removed: We] [added: The Company’s forward-looking statements speak only as of the date of this report or as of the date they are made, and we] undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
| ARCH CAPITAL | | | 2 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
| | | | | | | For the transition period from _______to _______ | | | | | | | | |
| | | | | | | Commission File No. | | | 001-16209 | | | | | |
Item 1C. CYBERSECURITY
15 rewritten, 7 added, 6 removed, 25 unchanged
See Item 1, “[Business—Enterprise Risk [removed: Management](#ib89e004b6a054ea2a766671057f9304f_40)”] [added: Management](#i8f00ce33b17040b5b34e6d7060c3031e_40)”] for additional information.
As a foundation of our approach to cybersecurity risk, we have implemented processes at several levels across our enterprise to help assess, identify and manage cybersecurity [removed: risks.][added: risks and incidents.]
See Item 1, “[Business—Regulation—Cybersecurity and [removed: Privacy](#ib89e004b6a054ea2a766671057f9304f_43)”] [added: Privacy](#i8f00ce33b17040b5b34e6d7060c3031e_43)”] for additional details.
We annually undergo an external [removed: evaluation] [added: penetration testing] by a [removed: third party] [added: third-party] cybersecurity [removed: firm with a specialty in penetration testing.][added: firm.]
[removed: Our] [added: We use many third parties for IT functions and our] vendor management group performs information security risk assessments on our [removed: third party] [added: third-party] service providers with respect to their ability to protect data from unauthorized access, and on a risk weighted basis, we perform re-assessments routinely.
The Company also requires these vendors to adhere to privacy and cybersecurity measures and has a [removed: third party] [added: third-party] service provider monitoring program in place that reviews changes to the security posture of certain higher risk [removed: third party] [added: third-party] service providers.
[added: Computer viruses, hackers,] employee or vendor error or misconduct, and other external hazards could expose our information systems and those of our vendors to security breaches, cybersecurity incidents or other disruptions, any of which could materially and adversely affect our ability to conduct our business.
See Item 1A, “[Risk [removed: Factors](#ib89e004b6a054ea2a766671057f9304f_52)[—](#ib89e004b6a054ea2a766671057f9304f_52)[Risk] [added: Factors—Risk] Relating to Our [removed: Indus](#ib89e004b6a054ea2a766671057f9304f_52)[try](#ib89e004b6a054ea2a766671057f9304f_52)[,] [added: Industry,] Business & [removed: Op](#ib89e004b6a054ea2a766671057f9304f_52)[erations](#ib89e004b6a054ea2a766671057f9304f_52)—Technology] [added: Operations](#i8f00ce33b17040b5b34e6d7060c3031e_52)—Technology] failures and cyber attacks, including, but not limited to, ransomware, exploitation in software or code with malicious intent, state-sponsored cyber attacks, as well as vulnerabilities relating to new technologies, such as generative AI, may impact us or our business partners and service providers, causing a disruption in service and operations which could materially and negatively impact our business and/or expose us to litigation.”
Our Audit Committee, comprised of independent directors from our Board, oversees the Board’s responsibilities relating to the operational (including [removed: information technology (“IT”)] [added: IT] risks, business continuity and data security) risk affairs of the Company.
Our cybersecurity and IT executives include our CIO, who has [removed: 33] [added: 34] years of experience in Information Technology, [added: including 21 years in the financial services space.]
| ARCH CAPITAL | | | [removed: 60] [added: 63] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
His responsibilities as the CIO include [added: all areas of Information Technology and] information security [removed: oversight, and board reporting.][added: oversight.]
Our CISO, has [removed: 18] [added: 19] years of experience in [removed: Information Security.][added: information security.]
[removed: - The Operational Risk Committee (“ORC”), comprised of senior IT, operations, risk, legal and compliance leaders] across business segments, manages risks from matters related to business continuity including risks posed by cybersecurity threats, and implements controls to mitigate such operational risks.
Among other processes, the ORC reviews the Company’s programs and processes related to business operations and resiliency, including crisis incident management and cyber risk response, third party risk, vendor management, facilities, unplanned downtime, [added: business disruption, business continuity and disaster recovery.]
Our privacy and information security policies and standards cover topics such as information sharing, privacy, data handling and data management as well as more detailed information technology (“IT”) processes encompassing incident response, access control, disaster recovery and testing, among other areas.
These policies and standards are regularly reviewed and updated at least annually based on the risk and regulatory environment in which we operate.
We monitor closely privacy and cybersecurity, AI and operational resilience laws, regulations and guidance applicable to us.
These tests and our tabletop exercises enable us to incorporate recommendations and learnings in our program.
The information security personnel reporting to the CISO hold various leading security certifications.
- The Operational Risk Committee (“ORC”), comprised of senior IT, operations, risk, legal and compliance leaders
We also have an enterprise Artificial Intelligence Governance and Oversight Committee focusing on the use and management of AI in our operations.
Our privacy and information security policies and standards govern our business lines and subsidiaries and encompass incident response, access control, and vendor management, among others.
In order to develop these policies and procedures, we monitor the privacy and cybersecurity laws, regulations and guidance applicable to us in the regions where we do business.
In addition, the Company negotiates appropriately protective terms in its legal agreements with these providers.
Computer viruses, hackers,
including 20 years in the financial services space.
business disruption, business continuity and disaster recovery.
Item 2. PROPERTIES
2 rewritten, 3 added, 0 removed, 4 unchanged
Our mortgage group leases space for offices in the U.S., [added: Bermuda,] Hong Kong and Australia.
However, as we continue to develop our business, we may open additional office locations in [removed: 2024.][added: 2025.]
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| ARCH CAPITAL | | | 64 | | | 2024 FORM 10-K | | |
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
10 rewritten, 7 added, 7 removed, 17 unchanged
As of February [removed: 16, 2024,] [added: 21, 2025,] and based on information provided to us by our transfer agent and proxy solicitor, there were [removed: 1,200] [added: 1,210] holders of record of our common shares (Nasdaq: ACGL) and approximately [removed: 360,100] [added: 485,646] beneficial holders of our common shares.
The following table summarizes our purchases of common shares for the [removed: 2023] [added: 2024] fourth quarter:
(1) This column represents (in whole shares) open market share repurchases, including an aggregate of [removed: 56,056, 134,250] [added: 517 shares, 80 shares] and [removed: 11,201] [added: 876] shares repurchased by Arch Capital during October, November and December, respectively, other than through publicly announced plans or programs.
(2) This column represents the remaining approximate dollar amount available at the end of each applicable period under Arch Capital’s $1.0 billion share repurchase authorization, authorized by the Board of Directors of ACGL on December [removed: 19, 2022.][added: 20, 2024, and having no expiration date.]
Repurchases may be effected from time to time in open market or privately negotiated [removed: transactions through December 31, 2024.][added: transactions.]
| ARCH CAPITAL | | | [removed: 62] [added: 65] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
The following graph compares the cumulative total shareholder return on our common shares for each of the last five years through December 31, [removed: 2023] [added: 2024] to the cumulative total return, assuming reinvestment of dividends, of (1) S&P 500 Composite Stock Index (“S&P 500 Index”) and (2) the S&P 500 Property & Casualty Insurance Index.
[removed: ][added: ]
| | | | Company Name/Index | | | [removed: 12/31/18 | | |] 12/31/19 | | | 12/31/20 | | | 12/31/21 | | | 12/31/22 | | | 12/31/23 | | | [added: 12/31/24 | | |]
(2) The above graph assumes that the value of the investment was $100 on December 31, [removed: 2018.][added: 2019.]
| 10/1/2024-10/31/2024 | | | | | | 517 | | | | | | $ | 113.51 | | | | | — | | | | | | $ | 1,000,000 | |
| 11/1/2024-11/30/2024 | | | | | | 80 | | | | | | $ | 101.85 | | | | | — | | | | | | $ | 1,000,000 | |
| 12/1/2024-12/31/2024 | | | | | | 262,857 | | | | | | $ | 89.66 | | | | | 261,981 | | | | | | $ | 996,796 | |
| Total | | | | | | 263,454 | | | | | | $ | 89.71 | | | | | 261,981 | | | | | | $ | 996,796 | |
| l | | | Arch Capital Group Ltd. | | | $100.00 | | | $84.10 | | | $103.64 | | | $146.37 | | | $173.16 | | | $226.44 | | |
| n | | | S&P 500 Index | | | $100.00 | | | $118.40 | | | $152.39 | | | $124.79 | | | $157.59 | | | $197.02 | | |
| p | | | S&P 500 Property & Casualty Insurance Index | | | $100.00 | | | $106.96 | | | $127.58 | | | $151.65 | | | $168.05 | | | $227.67 | | |
| 10/1/2023-10/31/2023 | | | | | | 56,056 | | | | | | $ | 82.70 | | | | | — | | | | | | $ | 1,000,000 | |
| 11/1/2023-11/30/2023 | | | | | | 134,250 | | | | | | $ | 85.28 | | | | | — | | | | | | $ | 1,000,000 | |
| 12/1/2023-12/31/2023 | | | | | | 11,201 | | | | | | $ | 74.71 | | | | | — | | | | | | $ | 1,000,000 | |
| Total | | | | | | 201,507 | | | | | | $ | 83.97 | | | | | — | | | | | | $ | 1,000,000 | |
| l | | | Arch Capital Group Ltd. | | | $100.00 | | | $160.52 | | | $134.99 | | | $166.35 | | | $234.96 | | | $277.96 | | |
| n | | | S&P 500 Index | | | $100.00 | | | $131.49 | | | $155.68 | | | $200.37 | | | $164.08 | | | $207.21 | | |
| p | | | S&P 500 Property & Casualty Insurance Index | | | $100.00 | | | $125.87 | | | $134.63 | | | $160.58 | | | $190.89 | | | $211.53 | | |
Item 6. [RESERVED]
1 rewritten, 0 added, 0 removed, 2 unchanged
| ARCH CAPITAL | | | [removed: 63] [added: 66] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
1,104 rewritten, 495 added, 470 removed, 2,034 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#ib89e004b6a054ea2a766671057f9304f_145)] [added: Firm](#i8f00ce33b17040b5b34e6d7060c3031e_148)] (PCAOB ID 238) | | | | | | [removed: [97](#ib89e004b6a054ea2a766671057f9304f_145)] [added: [100](#i8f00ce33b17040b5b34e6d7060c3031e_148)] | | |
| [Consolidated Balance [removed: Sheets](#ib89e004b6a054ea2a766671057f9304f_148)] [added: Sheets](#i8f00ce33b17040b5b34e6d7060c3031e_151)] | | | | | | | | |
| [Consolidated Statements of [removed: Income](#ib89e004b6a054ea2a766671057f9304f_151)] [added: Income](#i8f00ce33b17040b5b34e6d7060c3031e_154)] | | | | | | | | |
| | | | For the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [101](#ib89e004b6a054ea2a766671057f9304f_151)] [added: [103](#i8f00ce33b17040b5b34e6d7060c3031e_154)] | | |
| [Consolidated Statements of Comprehensive [removed: Income](#ib89e004b6a054ea2a766671057f9304f_154)] [added: Income](#i8f00ce33b17040b5b34e6d7060c3031e_157)] | | | | | | | | |
| | | | For the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [102](#ib89e004b6a054ea2a766671057f9304f_154)] [added: [104](#i8f00ce33b17040b5b34e6d7060c3031e_157)] | | |
| [Consolidated Statements of Changes in Shareholders’ [removed: Equity](#ib89e004b6a054ea2a766671057f9304f_157)] [added: Equity](#i8f00ce33b17040b5b34e6d7060c3031e_160)] | | | | | | | | |
| | | | For the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [103](#ib89e004b6a054ea2a766671057f9304f_157)] [added: [105](#i8f00ce33b17040b5b34e6d7060c3031e_160)] | | |
| [Consolidated Statements of Cash [removed: Flows](#ib89e004b6a054ea2a766671057f9304f_160)] [added: Flows](#i8f00ce33b17040b5b34e6d7060c3031e_163)] | | | | | | | | |
| | | | For the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [104](#ib89e004b6a054ea2a766671057f9304f_160)] [added: [106](#i8f00ce33b17040b5b34e6d7060c3031e_163)] | | |
| | | | [Note 3 - Significant Accounting [removed: Policies](#ib89e004b6a054ea2a766671057f9304f_169)] [added: Policies](#i8f00ce33b17040b5b34e6d7060c3031e_172)] | | | [removed: [105](#ib89e004b6a054ea2a766671057f9304f_169)] [added: [108](#i8f00ce33b17040b5b34e6d7060c3031e_172)] | | |
| [removed: | | | [Note 5 - Reserve] [added: Reserve] for [removed: Losses] [added: losses] and [removed: Loss Adjustment Expenses](#ib89e004b6a054ea2a766671057f9304f_175)] [added: loss adjustment expenses] | | | [removed: [121](#ib89e004b6a054ea2a766671057f9304f_175)] [added: $] | [added: 29,369] | |
| | | | [Note 6 - Short Duration [removed: Contracts](#ib89e004b6a054ea2a766671057f9304f_178)] [added: Contracts](#i8f00ce33b17040b5b34e6d7060c3031e_181)] | | | [removed: [123](#ib89e004b6a054ea2a766671057f9304f_178)] [added: [124](#i8f00ce33b17040b5b34e6d7060c3031e_181)] | | |
| | | | [Note 7 - Allowance for Expected Credit [removed: Losses](#ib89e004b6a054ea2a766671057f9304f_181)] [added: Losses](#i8f00ce33b17040b5b34e6d7060c3031e_184)] | | | [removed: [136](#ib89e004b6a054ea2a766671057f9304f_181)] [added: [136](#i8f00ce33b17040b5b34e6d7060c3031e_184)] | | |
| | | | [Note 8 - [removed: Reinsurance](#ib89e004b6a054ea2a766671057f9304f_184)] [added: Reinsurance](#i8f00ce33b17040b5b34e6d7060c3031e_187)] | | | [removed: [137](#ib89e004b6a054ea2a766671057f9304f_184)] [added: [137](#i8f00ce33b17040b5b34e6d7060c3031e_187)] | | |
| | | | [Note 9 - Investment [removed: Information](#ib89e004b6a054ea2a766671057f9304f_187)] [added: Information](#i8f00ce33b17040b5b34e6d7060c3031e_190)] | | | [removed: [139](#ib89e004b6a054ea2a766671057f9304f_187)] [added: [139](#i8f00ce33b17040b5b34e6d7060c3031e_190)] | | |
| | | | [Note 10 - Fair [removed: Value](#ib89e004b6a054ea2a766671057f9304f_190)] [added: Value](#i8f00ce33b17040b5b34e6d7060c3031e_193)] | | | [removed: [144](#ib89e004b6a054ea2a766671057f9304f_190)] [added: [144](#i8f00ce33b17040b5b34e6d7060c3031e_193)] | | |
| | | | [Note 11 - Derivative [removed: Instruments](#ib89e004b6a054ea2a766671057f9304f_193)] [added: Instruments](#i8f00ce33b17040b5b34e6d7060c3031e_196)] | | | [removed: [150](#ib89e004b6a054ea2a766671057f9304f_193)] [added: [150](#i8f00ce33b17040b5b34e6d7060c3031e_196)] | | |
| [added: Other comprehensive income (loss)] | | | [removed: [Note 13 - Other Comprehensive Income (Loss)](#ib89e004b6a054ea2a766671057f9304f_199)] [added: $] | [added: (33)] | | [removed: [153](#ib89e004b6a054ea2a766671057f9304f_199)] | | | [added: $ | 11 | | | | | $ | (44) | |]
| | | | [Note 14 - Earnings Per Common [removed: Share](#ib89e004b6a054ea2a766671057f9304f_202)] [added: Share](#i8f00ce33b17040b5b34e6d7060c3031e_205)] | | | [removed: [155](#ib89e004b6a054ea2a766671057f9304f_202)] [added: [154](#i8f00ce33b17040b5b34e6d7060c3031e_205)] | | |
| | | | [Note 16 - Transactions with Related [removed: Parties](#ib89e004b6a054ea2a766671057f9304f_208)] [added: Parties](#i8f00ce33b17040b5b34e6d7060c3031e_211)] | | | [removed: [158](#ib89e004b6a054ea2a766671057f9304f_208)] [added: [157](#i8f00ce33b17040b5b34e6d7060c3031e_211)] | | |
| | | | [Note 18 - Commitments and [removed: Contingencies](#ib89e004b6a054ea2a766671057f9304f_217)] [added: Contingencies](#i8f00ce33b17040b5b34e6d7060c3031e_220)] | | | [removed: [159](#ib89e004b6a054ea2a766671057f9304f_217)] [added: [158](#i8f00ce33b17040b5b34e6d7060c3031e_220)] | | |
| | | | [Note 19 - Debt and Financing [removed: Arrangements](#ib89e004b6a054ea2a766671057f9304f_220)] [added: Arrangements](#i8f00ce33b17040b5b34e6d7060c3031e_223)] | | | [removed: [160](#ib89e004b6a054ea2a766671057f9304f_220)] [added: [159](#i8f00ce33b17040b5b34e6d7060c3031e_223)] | | |
| | | | [Note 20 - Goodwill and Intangible [removed: Assets](#ib89e004b6a054ea2a766671057f9304f_223)] [added: Assets](#i8f00ce33b17040b5b34e6d7060c3031e_226)] | | | [removed: [162](#ib89e004b6a054ea2a766671057f9304f_223)] [added: [161](#i8f00ce33b17040b5b34e6d7060c3031e_226)] | | |
| [added: Share based compensation] | | | [removed: [Note 22 - Share-Based Compensation](#ib89e004b6a054ea2a766671057f9304f_232)] [added: (11)] | | | [removed: [164](#ib89e004b6a054ea2a766671057f9304f_232)] | | | [added: (13) | | | | | | (9) | | |]
| ARCH CAPITAL | | | [removed: 96] [added: 99] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
We have audited the accompanying consolidated balance sheets of Arch Capital Group Ltd. and its subsidiaries (the [removed: “Company”)] [added: "Company")] as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the related consolidated statements of income, of comprehensive income, of changes in [removed: shareholders’] [added: shareholders'] equity and of cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] including the related notes and financial statement schedules listed in the index appearing under Item 15(a)(2) (collectively referred to as the [removed: “consolidated] [added: "consolidated] financial [removed: statements”).][added: statements").]
We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023] [added: 2024] in conformity with accounting principles generally accepted in the United States of America.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and [removed: expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.]
| ARCH CAPITAL | | | [removed: 97] [added: 100] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the consolidated financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that (i) [removed: relate] [added: relates] to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.
The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]
As of December 31, [removed: 2023,] [added: 2024,] the Company’s total reserve for losses and loss adjustment expenses was [removed: $22.8] [added: $29.4] billion.
Ultimate losses and loss adjustment expenses are generally determined by [removed: extrapolation] [added: projection] of claim emergence and settlement patterns observed in the past that can reasonably be expected to persist into the future.
| ARCH CAPITAL | | | [removed: 98] [added: 101] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
| ARCH CAPITAL | | | [removed: 99] [added: 102] | | | [removed: 2023] [added: 2024] FORM 10-K | | |
| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |
| Fixed maturities available for sale, at fair value (amortized cost: [removed: $24,131] [added: $27,570] and [removed: $21,282;] [added: $24,131;] net of allowance for credit losses: [removed: $28] [added: $22] and [removed: $41)] [added: $28)] | | | $ | [removed: 23,553] [added: 27,035] | | | | | $ | [removed: 19,683] [added: 23,553] | |
| | | | At December 31, 2024 and December 31, 2023 | | | [102](#i8f00ce33b17040b5b34e6d7060c3031e_151) | | |
| | | | [Note 1 - General](#i8f00ce33b17040b5b34e6d7060c3031e_166) | | | [107](#i8f00ce33b17040b5b34e6d7060c3031e_166) | | |
| | | | [Note 2 - Acquisitions](#i8f00ce33b17040b5b34e6d7060c3031e_169) | | | [107](#i8f00ce33b17040b5b34e6d7060c3031e_169) | | |
| | | | [Note 4 - Segment Information](#i8f00ce33b17040b5b34e6d7060c3031e_175) | | | [117](#i8f00ce33b17040b5b34e6d7060c3031e_175) | | |
| | | | [Note 5 - Reserve for Losses and Loss Adjustment Expenses](#i8f00ce33b17040b5b34e6d7060c3031e_178) | | | [122](#i8f00ce33b17040b5b34e6d7060c3031e_178) | | |
| | | | [Note 12 - Variable interest entities](#i8f00ce33b17040b5b34e6d7060c3031e_199) | | | [151](#i8f00ce33b17040b5b34e6d7060c3031e_199) | | |
| | | | [Note 15 - Income Taxes](#i8f00ce33b17040b5b34e6d7060c3031e_208) | | | [154](#i8f00ce33b17040b5b34e6d7060c3031e_208) | | |
| | | | [Note 17 - Leases](#i8f00ce33b17040b5b34e6d7060c3031e_217) | | | [158](#i8f00ce33b17040b5b34e6d7060c3031e_217) | | |
| | | | [Note 21 - Shareholders’ Equity](#i8f00ce33b17040b5b34e6d7060c3031e_229) | | | [162](#i8f00ce33b17040b5b34e6d7060c3031e_229) | | |
| | | | [Note 23 - Retirement Plans](#i8f00ce33b17040b5b34e6d7060c3031e_238) | | | [166](#i8f00ce33b17040b5b34e6d7060c3031e_238) | | |
| | | | [Note 24 - Legal Proceedings](#i8f00ce33b17040b5b34e6d7060c3031e_241) | | | [166](#i8f00ce33b17040b5b34e6d7060c3031e_241) | | |
| | | | [Note 25 - Statutory Information](#i8f00ce33b17040b5b34e6d7060c3031e_244) | | | [166](#i8f00ce33b17040b5b34e6d7060c3031e_244) | | |
| | | | [Note 26 - Subsequent Events](#i8f00ce33b17040b5b34e6d7060c3031e_253) | | | [170](#i8f00ce33b17040b5b34e6d7060c3031e_253) | | |
As described in Management’s Report on Internal Control over Financial Reporting, management has excluded the acquired U.S. Middle Market Property & Casualty and U.S. Entertainment Property and Casualty Insurance Business (“MCE”) from its assessment of internal control over financial reporting as of December 31, 2024, because it was acquired by the Company in a purchase business combination during 2024.
We have also excluded MCE from our audit of internal control over financial reporting.
MCE represents 1.6% of total assets and 3.5% of total revenues as of and for the year ended December 31, 2024.
expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
| Common share dividends | | | (1,881) | | | | | | — | | | | | | — | | |
| Net income | | | $ | 4,312 | | | | | $ | 4,442 | | | | | $ | 1,482 | |
| Acquisitions, net of cash | | | 852 | | | | | | — | | | | | | — | | |
| Common dividends paid | | | (1,866) | | | | | | — | | | | | | — | | |
Acquisition
On August 1, 2024, the Company completed the acquisition of Allianz’s U.S Middle Market Property & Casualty Insurance and U.S. Entertainment Property and Casualty Insurance Business (“MCE Acquisition”).
This business is written by Fireman’s Fund Insurance Company, an affiliate of Allianz, and its subsidiaries (collectively, the “Business Entities”), in each case, relating to relevant policies with accident years 2016 and onwards (collectively, the “Business”), as well as certain assets of Allianz and its affiliates related to the Business.
In connection with the acquisition of the Business, the Company also entered into certain reinsurance agreements relating to the Business and the Business Entities and other agreements providing for administration and other services for the Business Entities by the Company for the applicable policies being reinsured following the closing.
The acquisition of the Business is an important part of the Company’s growth strategy, and provides a ballast to our existing insurance business.
It further enhances the Company’s capabilities in the U.S. middle markets and represents an attractive way to enter a new niche entertainment insurance market.
Aggregate cash consideration for the transaction was $450 million.
Direct costs related to the acquisition are immaterial, and were expensed as incurred.
These include one-time costs that are directly attributable to third party consulting fees and other professional and legal fees related to the acquisition.
Such costs are included within ‘corporate expenses’ in the consolidated statement of income.
The Business acquired is included within the Company’s insurance segment beginning from the acquisition date.
The following table summarizes the Company’s allocation of the purchase price to the acquired assets and liabilities assumed based on estimated fair values on August 1, 2024.
The fair value of the assets and liabilities are preliminary and may change with offsetting adjustments to goodwill.
The Company may make further adjustments to its purchase price allocation through the end of the permissible one-year measurement period.
| | | | | | | Total | | | | | | Useful Life | | |
| Purchase price | | | | | | | | | | | | | | |
| | | | Cash paid (a) | | | $ | 450 | | | | | | | |
| Assets Acquired | | | | | | | | | | | | | | |
| | | | Cash and investments, at fair value | | | $ | 2,332 | | | | | | | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | At December 31, 2023 and December 31, 2022 | | | [100](#ib89e004b6a054ea2a766671057f9304f_148) | | |
| | | | [Note 1 - General](#ib89e004b6a054ea2a766671057f9304f_163) | | | [105](#ib89e004b6a054ea2a766671057f9304f_163) | | |
| | | | [Note 2 - Acquisitions](#ib89e004b6a054ea2a766671057f9304f_166) | | | [105](#ib89e004b6a054ea2a766671057f9304f_166) | | |
| | | | [Note 4 - Segment Information](#ib89e004b6a054ea2a766671057f9304f_172) | | | [114](#ib89e004b6a054ea2a766671057f9304f_172) | | |
| | | | [Note 12 - VIE and Noncontrolling Interests](#ib89e004b6a054ea2a766671057f9304f_196) | | | [151](#ib89e004b6a054ea2a766671057f9304f_196) | | |
| | | | [Note 15 - Income Taxes](#ib89e004b6a054ea2a766671057f9304f_205) | | | [155](#ib89e004b6a054ea2a766671057f9304f_205) | | |
| | | | [Note 17 - Leases](#ib89e004b6a054ea2a766671057f9304f_214) | | | [159](#ib89e004b6a054ea2a766671057f9304f_214) | | |
| | | | [Note 21 - Shareholders’ Equity](#ib89e004b6a054ea2a766671057f9304f_226) | | | [163](#ib89e004b6a054ea2a766671057f9304f_226) | | |
| | | | [Note 23 - Retirement Plans](#ib89e004b6a054ea2a766671057f9304f_235) | | | [167](#ib89e004b6a054ea2a766671057f9304f_235) | | |
| | | | [Note 24 - Legal Proceedings](#ib89e004b6a054ea2a766671057f9304f_238) | | | [167](#ib89e004b6a054ea2a766671057f9304f_238) | | |
| | | | [Note 25 - Statutory Information](#ib89e004b6a054ea2a766671057f9304f_241) | | | [167](#ib89e004b6a054ea2a766671057f9304f_241) | | |
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.
*Measurement of Deferred Tax Assets related to Certain Identifiable Intangible Assets in Bermuda Entities*
As described in Note 15 to the consolidated financial statements, as of December 31, 2023, the Company recognized $1.2 billion in net deferred tax assets related to the Bermuda government’s enactment of the Bermuda Corporate Income Tax Act 2023.
As disclosed by management, the enacted legislation includes a provision referred to as the Economic Transition Adjustment, which requires Bermuda entities to establish tax basis in their assets and liabilities, excluding goodwill, based on fair value as of September 30, 2023.
The most significant deferred tax assets recognized relates to identifiable intangible assets.
Management estimated the fair value of the identifiable intangible assets using discounted cash flow models.
The significant assumptions utilized in the discounted cash flow models included the future revenue and profits expected to be generated by the identifiable intangible assets and the discount rates.
The principal considerations for our determination that performing procedures relating to the measurement of deferred tax assets related to certain identifiable intangible assets in Bermuda entities is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of certain identifiable intangible assets, (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumptions related to the future revenue and profits expected to be generated by the certain identifiable intangible assets and the discount rates, and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
These procedures included testing the effectiveness of controls relating to the enactment of the Bermuda Corporate Income Tax Act 2023 including controls over the valuation of certain identifiable intangible assets related to the enactment of the Bermuda Corporate Income Tax Act 2023.
These procedures also included, among others, (i) testing management’s process for developing the fair value estimate of the certain identifiable intangible assets, (ii) evaluating the appropriateness of the discounted cash flow models used by management, (iii) testing the completeness and accuracy of the data used in the models, and (iv) evaluating the reasonableness of the significant assumptions used by management related to the future revenue and profits expected to be generated by the certain identifiable intangible assets and the discount rates.
Evaluating management’s assumptions related to the future revenue and profits expected to be generated by the identifiable intangible assets involved evaluating whether the assumptions used were reasonable considering (i) the consistency with historical revenue and profits generated by the Bermuda entities and (ii) whether the assumptions were consistent with evidence obtained in other areas of the audit.
Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow models and (ii) the reasonableness of the discount rate assumptions.
February 23, 2024
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Loss on redemption of preferred shares | | | — | | | | | | — | | | | | | (15) | | |
| Preferred shares issued | | | — | | | | | | — | | | | | | 500 | | |
| Preferred shares redeemed | | | — | | | | | | — | | | | | | (450) | | |
| Issue costs on preferred shares issued | | | — | | | | | | — | | | | | | (14) | | |
| Reversal of issue costs on preferred shares redeemed | | | — | | | | | | — | | | | | | 15 | | |
| Purchase of operating affiliate | | | — | | | | | | — | | | | | | (754) | | |
| Impact of the deconsolidation of the variable interest entity | | | — | | | | | | — | | | | | | (349) | | |
| Redemption of preferred shares | | | — | | | | | | — | | | | | | (450) | | |
| Proceeds from common shares issued, net | | | (2) | | | | | | 6 | | | | | | 6 | | |
| Third party investment in redeemable noncontrolling interests | | | (22) | | | | | | — | | | | | | — | | |
ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
An excerpt. Shown here: 40 of 1,104 rewritten, 40 of 495 added and 40 of 470 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2024 filing and the FY2023 filing.
Item 9A. CONTROLS AND PROCEDURES
9 rewritten, 5 added, 10 removed, 6 unchanged
In connection with the filing of this Form 10-K, our management, [removed: including] [added: with] the [added: participation of the] Chief Executive Officer and Chief Financial Officer, conducted an evaluation of our disclosure controls and procedures, as of December 31, [removed: 2023,] [added: 2024,] for the purposes set forth in the applicable rules under the Securities [removed: and] Exchange Act of 1934, as amended (the “Exchange Act”).
Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, [removed: 2023,] [added: 2024,] the [added: Company’s] disclosure controls and procedures were effective.
[added: Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate] because of changes in conditions, or [added: that] the degree of compliance with the policies or procedures may deteriorate.
Our management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]
In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations [removed: (COSO)] [added: (“COSO”)] of the Treadway Commission in *Internal Control-Integrated Framework (2013)*.
Based on our assessment, management determined that, as of December 31, [removed: 2023,] [added: 2024,] our internal control over financial reporting was effective.
The effectiveness of our internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report included in Item 8.
[removed: There] [added: Other than the item noted above, there] have been no changes in internal control over financial reporting that occurred [removed: in connection with our evaluation required pursuant to Rules 13a-15 and 15d-15 under the Exchange Act] during the fiscal quarter ended December 31, [removed: 2023] [added: 2024] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
| ARCH CAPITAL | | | 171 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
Disclosure controls and procedures are the controls and other procedures designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
On August 1, 2024, we completed the MCE Acquisition, and we are currently integrating the MCE Acquisition into our internal control system.
Consistent with guidance issued by the SEC, we exclude the MCE Acquisition from our evaluation of the effectiveness of the Company’s disclosure controls and procedures described above and our assessment of internal control over financial reporting as of December 31, 2024.
The MCE Acquisition represents 1.6% of total assets, and 3.5% of total revenues as of December 31, 2024.
We continue to enhance our operating procedures and internal controls (including information technology initiatives and controls over financial reporting) to effectively support our business and our regulatory and reporting requirements.
Our management does not expect that our disclosure controls or our internal controls will prevent all errors and all fraud.
A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met.
Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.
As a result of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the company have been detected.
These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of simple error or mistake.
Additionally, controls can be circumvented by the individual acts of some persons or by collusion of two or more people.
The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate
As a result of the inherent limitations in a cost-effective control system, misstatement due to error or fraud may occur and not be detected.
Accordingly, our disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that the disclosure controls and procedures are met.
Item 9B. OTHER INFORMATION
1 rewritten, 0 added, 0 removed, 0 unchanged
During the three months ended December 31, [removed: 2023,] [added: 2024,] none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
1 rewritten, 3 added, 0 removed, 4 unchanged
The information required by this item is incorporated by reference from the information to be included in our definitive proxy statement (“Proxy Statement”) for our annual meeting of shareholders to be held in [removed: 2024,] [added: 2025,] which we intend to file with the SEC pursuant to Regulation 14A no later than 120 days after the end of the Company’s fiscal year which ended on December 31, [removed: 2023.][added: 2024.]
We have adopted an insider trading policy that establishes the procedures directors, officers and employees of the Company must follow to comply with U.S. regulations on disclosure and insider trading.
It is also the policy of the Company to comply with all applicable securities laws when transacting in its own securities.
A copy of the Company’s insider trading policy is included as Exhibit 19.1 in this Form 10-K.
Item 11. EXECUTIVE COMPENSATION
2 rewritten, 0 added, 0 removed, 2 unchanged
The information required by this item is incorporated by reference from the information to be included in the Proxy Statement which we intend to file pursuant to Regulation 14A with the SEC no later than 120 days after the end of the Company’s fiscal year ended on December 31, [removed: 2023,] [added: 2024,] which Proxy Statement is incorporated by reference.
| ARCH CAPITAL | | | 172 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
7 rewritten, 1 added, 1 removed, 8 unchanged
Other than the information set forth below, the information required by this item is incorporated by reference from the information to be included in the Proxy Statement which we intend to file pursuant to Regulation 14A with the SEC no later than 120 days after the end of the Company’s fiscal year ended on December 31, [removed: 2023,] [added: 2024,] which Proxy Statement is incorporated by reference.
The following information is as of December 31, [removed: 2023:][added: 2024:]
| Equity compensation plans approved by security holders | | | [removed: 12.9] [added: 12.8] | | | | | | $ | [removed: 31.14] [added: 48.54] | | | | | [removed: 17.2] [added: 12.5] | | | | | |
(1) Includes all vested and unvested stock options outstanding of 12.5 million and restricted stock and performance units outstanding of [removed: 0.4] [added: 0.3] million.
In addition, the weighted average remaining contractual life of the Company's outstanding exercisable stock options and SARs at December 31, [removed: 2023] [added: 2024] was [removed: 4.1] [added: 4.7] years.
(2) Includes [removed: 3.6] [added: 3.1] million common shares remaining available for future issuance under our Employee Share Purchase Plan and [removed: 13.6] [added: 9.4] million common shares remaining available for future issuance under our equity compensation plans.
In addition, [removed: 9.4] [added: 7.4] million common shares, or [removed: 54.7%] [added: 59.2%] of the [removed: 17.2] [added: 12.5] million common shares remaining available for future issuance may be issued in connection with full value awards (*i.e*., awards other than stock options or SARs).
| Total | | | 12.8 | | | | | | $ | 48.54 | | | | | 12.5 | | | (2) | | |
| Total | | | 12.9 | | | | | | $ | 31.14 | | | | | 17.2 | | | (2) | | |
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is incorporated by reference from the information to be included in the Proxy Statement which we intend to file pursuant to Regulation 14A with the SEC no later than 120 days after the end of the Company’s fiscal year ended on December 31, [removed: 2023,] [added: 2024,] which Proxy Statement is incorporated by reference.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
2 rewritten, 0 added, 0 removed, 3 unchanged
The information required by this item is incorporated by reference from the information to be included in our Proxy Statement which we intend to file pursuant to Regulation 14A with the SEC no later than 120 days after the end of the Company’s fiscal year ended on December 31, [removed: 2023,] [added: 2024,] which Proxy Statement is incorporated by reference.
| ARCH CAPITAL | | | 173 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
144 rewritten, 32 added, 37 removed, 236 unchanged
| [II. Condensed Financial Information of [removed: Registrant](#ib89e004b6a054ea2a766671057f9304f_283)] [added: Registrant](#i8f00ce33b17040b5b34e6d7060c3031e_286)] | | | | | | | | |
| | | | As of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [180](#ib89e004b6a054ea2a766671057f9304f_283)] [added: [180](#i8f00ce33b17040b5b34e6d7060c3031e_286)] | | |
| [III. Supplementary Insurance [removed: Information](#ib89e004b6a054ea2a766671057f9304f_286)] [added: Information](#i8f00ce33b17040b5b34e6d7060c3031e_289)] | | | | | | | | |
| | | | For the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [183](#ib89e004b6a054ea2a766671057f9304f_286)] [added: [183](#i8f00ce33b17040b5b34e6d7060c3031e_289)] | | |
| | | | For the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [184](#ib89e004b6a054ea2a766671057f9304f_289)] [added: [184](#i8f00ce33b17040b5b34e6d7060c3031e_292)] | | |
| [VI. Supplementary Information for Property and Casualty Insurance [removed: Underwriters](#ib89e004b6a054ea2a766671057f9304f_292)] [added: Underwriters](#i8f00ce33b17040b5b34e6d7060c3031e_295)] | | | | | | | | |
| | | | For the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [185](#ib89e004b6a054ea2a766671057f9304f_292)] [added: [185](#i8f00ce33b17040b5b34e6d7060c3031e_295)] | | |
| ARCH CAPITAL | | | 174 | | | [removed: 2023] [added: 2024] FORM 10-K | | |
| [removed: 2.1] [added: 3.1] | | | | | | [Memorandum of Association of [removed: ACGL](http://www.sec.gov/Archives/edgar/data/947484/000095016200001003/0000950162-00-001003-0001.txt)] [added: ACGL](https://www.sec.gov/Archives/edgar/data/947484/000095016200001003/0000950162-00-001003-0001.txt)] | | | | | | S-4 | | | | | | 3.1 | | | | | | September 8, 2000 | | | | | | | | |
| [removed: 2.2] [added: 3.2] | | | | | | [Bye-Laws of [removed: ACGL](http://www.sec.gov/Archives/edgar/data/947484/000094748416000061/ex3acglbye-lawsreflamend56.htm)] [added: ACGL](https://www.sec.gov/Archives/edgar/data/947484/000094748416000061/ex3acglbye-lawsreflamend56.htm)] | | | | | | 10-Q | | | | | | 3 | | | | | | August 5, 2016 | | | | | | | | |
| [removed: 2.3] [added: 3.3] | | | | | | [ACGL Certificate of Deposit of Memorandum of Increase of Share [removed: Capital](http://www.sec.gov/Archives/edgar/data/947484/000104746911001529/a2202059zex-3_3.htm)] [added: Capital](https://www.sec.gov/Archives/edgar/data/947484/000104746911001529/a2202059zex-3_3.htm)] | | | | | | 10-K | | | | | | 3.3 | | | | | | February 28, 2011 | | | | | | | | |
| [removed: 3.1] [added: 4.8.1] | | | | | | [Certificate of Designations of Series F Non-Cumulative Preferred [removed: Shares](http://www.sec.gov/Archives/edgar/data/947484/000094748417000074/ex41cert.htm)] [added: Shares](https://www.sec.gov/Archives/edgar/data/947484/000094748417000074/ex41cert.htm)] | | | | | | 8-K | | | | | | 4.1 | | | | | | August 17, 2017 | | | | | | | | |
| [removed: 3.2] [added: 4.8.2] | | | | | | [Certificate of Designations of Series G Non-Cumulative Preferred [removed: Shares](http://www.sec.gov/Archives/edgar/data/947484/000094748421000078/exhibit41tocertificateofde.htm)] [added: Shares](https://www.sec.gov/Archives/edgar/data/947484/000094748421000078/exhibit41tocertificateofde.htm)] | | | | | | 8-K | | | | | | 4.1 | | | | | | June 11, 2021 | | | | | | | | |
| [removed: 3.3] [added: 4.8.3] | | | | | | [Specimen Common Share [removed: Certificate](http://www.sec.gov/Archives/edgar/data/947484/000091205701506237/a2043765zex-4_1.txt)] [added: Certificate](https://www.sec.gov/Archives/edgar/data/947484/000091205701506237/a2043765zex-4_1.txt)] | | | | | | 10-K | | | | | | 4.1 | | | | | | April 2, 2001 | | | | | | | | |
| [removed: 3.4] [added: 4.8.4] | | | | | | [Specimen Series F Non-Cumulative Preferred Share [removed: Certificate](http://www.sec.gov/Archives/edgar/data/947484/000094748417000074/ex42formofsharecert.htm)] [added: Certificate](https://www.sec.gov/Archives/edgar/data/947484/000094748417000074/ex42formofsharecert.htm)] | | | | | | 8-K | | | | | | 4.2 | | | | | | August 17, 2017 | | | | | | | | |
| [removed: 3.5] [added: 4.8.5] | | | | | | [Specimen Series G Non-Cumulative Preferred Share [removed: Certificate](http://www.sec.gov/Archives/edgar/data/947484/000094748421000078/exhibit42toformofsharecert.htm)] [added: Certificate](https://www.sec.gov/Archives/edgar/data/947484/000094748421000078/exhibit42toformofsharecert.htm)] | | | | | | 8-K | | | | | | 4.2 | | | | | | June 11, 2021 | | | | | | | | |
| 4.1 | | | | | | [Indenture, dated as of May 4, 2004, between ACGL, as issuer, and The Bank of New York Mellon, as successor trustee to JPMorgan Chase Bank, N.A. (formerly JPMorgan Chase Bank) (“JPMCB”), as [removed: trustee](http://www.sec.gov/Archives/edgar/data/947484/000104746904016436/a2136126zex-99_2.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/947484/000104746904016436/a2136126zex-99_2.htm)] | | | | | | 8-K | | | | | | [removed: 4.1] [added: 99.2] | | | | | | [removed: June 30, 2020] [added: May 7, 2004] | | | | | | | | |
| 4.2 | | | | | | [First Supplemental Indenture, dated as of May 4, 2004, between ACGL, as issuer, and JPMCB, as [removed: trustee](http://www.sec.gov/Archives/edgar/data/947484/000104746904016436/a2136126zex-99_3.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/947484/000104746904016436/a2136126zex-99_3.htm)] | | | | | | 8-K | | | | | | 99.3 | | | | | | May 7, 2004 | | | | | | | | |
| 4.3 | | | | | | [Second Supplemental Indenture, dated as of June 30, 2020, by and between Arch Capital Group Ltd. and The Bank of New York Mellon (including the form of Global Notes for the [removed: Notes).](http://www.sec.gov/Archives/edgar/data/947484/000094748420000068/ex4263020.htm)] [added: Notes).](https://www.sec.gov/Archives/edgar/data/947484/000094748420000068/ex4263020.htm)] | | | | | | 8-K | | | | | | 4.2 | | | | | | June 30, 2020 | | | | | | | | |
| 4.4.1 | | | | | | [Indenture, dated as of December 13, 2013, among Arch Capital Group (U.S.) Inc. (“Arch U.S.”), as issuer, ACGL, as guarantor, and The Bank of New York Mellon (“BNYM”), as [removed: trustee](http://www.sec.gov/Archives/edgar/data/947484/000110465913090129/a13-26258_2ex4d1.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/947484/000110465913090129/a13-26258_2ex4d1.htm)] | | | | | | 8-K | | | | | | 4.1 | | | | | | December 13, 2013 | | | | | | | | |
| 4.4.2 | | | | | | [First Supplemental Indenture, dated as of December 13, 2013, among Arch U.S., as issuer, ACGL, as guarantor, and BNYM, as [removed: trustee](http://www.sec.gov/Archives/edgar/data/947484/000110465913090129/a13-26258_2ex4d2.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/947484/000110465913090129/a13-26258_2ex4d2.htm)] | | | | | | 8-K | | | | | | 4.2 | | | | | | December 13, 2013 | | | | | | | | |
| 4.4.3 | | | | | | [Second Supplemental Indenture, dated as of May 10, 2018, among Arch Capital Finance LLC, as issuer, ACGL, as guarantor, and BNYM, as [removed: trustee](http://www.sec.gov/Archives/edgar/data/947484/000094748418000045/ex41indentures.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/947484/000094748418000045/ex41indentures.htm)] | | | | | | 8-K | | | | | | 4.1 | | | | | | May 15, 2018 | | | | | | | | |
| 4.5.1 | | | | | | [Deposit Agreement, dated August 17, 2017, between ACGL, as issuer, and AST, as depositary, registrar and transfer agent and as dividend disbursing agent and redemption agent, and the holders from time to time of the depositary [removed: receipts](http://www.sec.gov/Archives/edgar/data/947484/000094748417000074/ex43depositagreement.htm)] [added: receipts](https://www.sec.gov/Archives/edgar/data/947484/000094748417000074/ex43depositagreement.htm)] | | | | | | 8-K | | | | | | 4.3 | | | | | | August 17, 2017 | | | | | | | | |
| 4.5.2 | | | | | | [Deposit Agreement, dated June 11, 2021, between ACGL, as issuer, and AST, as depositary, registrar and transfer agent and as dividend disbursing agent and redemption agent, and the holders from time to time of the depositary [removed: receipts](http://www.sec.gov/Archives/edgar/data/947484/000094748421000078/exhibit43todepositagreement.htm)] [added: receipts](https://www.sec.gov/Archives/edgar/data/947484/000094748421000078/exhibit43todepositagreement.htm)] | | | | | | 8-K | | | | | | 4.3 | | | | | | June 11, 2021 | | | | | | | | |
| 4.6.1 | | | | | | [Form of Depositary Receipt, dated August 17, [removed: 2017](http://www.sec.gov/Archives/edgar/data/947484/000094748417000074/ex44masterreceiptfordepsha.htm)] [added: 2017](https://www.sec.gov/Archives/edgar/data/947484/000094748417000074/ex44masterreceiptfordepsha.htm)] | | | | | | 8-K | | | | | | 4.4 | | | | | | August 17, 2017 | | | | | | | | |
| 4.6.2 | | | | | | [Form of Depositary Receipt, dated June 11, [removed: 2021](http://www.sec.gov/Archives/edgar/data/947484/000094748421000078/exhibit44toformofdepositar.htm)] [added: 2021](https://www.sec.gov/Archives/edgar/data/947484/000094748421000078/exhibit44toformofdepositar.htm)] | | | | | | 8-K | | | | | | 4.4 | | | | | | June 11, 2021 | | | | | | | | |
| 4.7.1 | | | | | | [Indenture, dated as of December 8, 2016, among Arch Capital Finance LLC, as issuer, ACGL, as guarantor, and BNYM, as [removed: trustee](http://www.sec.gov/Archives/edgar/data/947484/000094748416000098/ex41.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/947484/000094748416000098/ex41.htm)] | | | | | | 8-K | | | | | | 4.1 | | | | | | December 9, 2016 | | | | | | | | |
| 4.7.2 | | | | | | [First Supplemental Indenture, dated as of December 8, 2016, among Arch Capital Finance LLC, as issuer, ACGL, as guarantor, and BNYM, as [removed: trustee](http://www.sec.gov/Archives/edgar/data/947484/000094748416000098/ex42.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/947484/000094748416000098/ex42.htm)] | | | | | | 8-K | | | | | | 4.2 | | | | | | December 9, 2016 | | | | | | | | |
| [removed: 4.8] [added: 4.9] | | | | | | [Description of [removed: Securities](http://www.sec.gov/Archives/edgar/data/947484/000094748422000015/ex48-descriptionofsecuriti.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/947484/000094748422000015/ex48-descriptionofsecuriti.htm)] | | | | | | 10-K | | | | | | 4.8 | | | | | | February 25, 2022 | | | | | | | | |
| [removed: 10.2.1] [added: 10.1.1] | | | | | | [Third Amended and Restated ACGL Incentive Compensation [removed: Plan†](http://www.sec.gov/Archives/edgar/data/947484/000094748416000061/ex107-icp.htm)] [added: Plan†](https://www.sec.gov/Archives/edgar/data/947484/000094748416000061/ex107-icp.htm)] | | | | | | 10-Q | | | | | | 10.7 | | | | | | August 5, 2016 | | | | | | | | |
| [removed: 10.2.2] [added: 10.1.2] | | | | | | [First Amendment to Third Amended and Restated ACGL Incentive Compensation [removed: Plan†](http://www.sec.gov/Archives/edgar/data/947484/000094748417000024/ex101.htm)] [added: Plan†](https://www.sec.gov/Archives/edgar/data/947484/000094748417000024/ex101.htm)] | | | | | | 10-Q | | | | | | 10.1 | | | | | | May 5, 2017 | | | | | | | | |
| [removed: 10.2.3] [added: 10.1.3] | | | | | | [Second Amendment to Third Amended and Restated ACGL Incentive Compensation [removed: Plan†](http://www.sec.gov/Archives/edgar/data/947484/000094748422000015/ex1023.htm)] [added: Plan†](https://www.sec.gov/Archives/edgar/data/947484/000094748422000015/ex1023.htm)] | | | | | | 10-K | | | | | | [removed: 4.8] [added: 10.2.3] | | | | | | February 25, 2022 | | | | | | | | |
| [removed: 10.2.4] [added: 10.1.4] | | | | | | [Third Amendment to Third Amended and Restated ACGL Incentive Compensation [removed: Plan†](http://www.sec.gov/Archives/edgar/data/947484/000094748423000057/ex101incentivecompensation.htm)] [added: Plan†](https://www.sec.gov/Archives/edgar/data/947484/000094748423000057/ex101incentivecompensation.htm)] | | | | | | 10-Q | | | | | | 10.1 | | | | | | May 4, 2023 | | | | | | | | |
| [removed: 10.3.1] [added: 10.2.1] | | | | | | [ACGL [removed: 2007] [added: 2015] Long Term Incentive and Share Award [removed: Plan†](http://www.sec.gov/Archives/edgar/data/947484/000110465907025028/a07-6331_1def14a.htm)] [added: Plan†](https://www.sec.gov/Archives/edgar/data/947484/000094748415000015/a2015proxy.htm)] | | | | | | DEF 14A | | | | | | | | | | | | [removed: April 3, 2007] [added: March 26, 2015] | | | | | | | | |
| [removed: 10.3.2] [added: 10.2.2] | | | | | | [ACGL [removed: 2012] [added: 2018] Long Term Incentive and Share Award [removed: Plan†](http://www.sec.gov/Archives/edgar/data/947484/000104746912003384/a2208453zdef14a.htm)] [added: Plan†](https://www.sec.gov/Archives/edgar/data/947484/000094748418000030/a2018proxydef14a.htm)] | | | | | | DEF 14A | | | | | | | | | | | | March [removed: 27, 2012] [added: 28, 2018] | | | | | | | | |
| [removed: 10.3.3] [added: 10.2.4] | | | | | | [ACGL [removed: 2015] [added: 2022] Long Term Incentive and Share Award [removed: Plan†](http://www.sec.gov/Archives/edgar/data/947484/000094748415000015/a2015proxy.htm)] [added: Plan†](https://www.sec.gov/Archives/edgar/data/947484/000094748422000040/ex101acgl2022long-termince.htm)] | | | | | | [removed: DEF 14A] [added: 8-K] | | | | | | [added: 10.1] | | | | | | [removed: March 26, 2015] [added: May 4, 2022] | | | | | | | | |
| [removed: 10.3.5] [added: 10.2.3] | | | | | | [ACGL Amended and Restated 2007 Employee Share Purchase [removed: Plan†](http://www.sec.gov/Archives/edgar/data/947484/000094748416000049/a2016defproxy.htm)] [added: Plan†](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000947484/000094748423000040/acgl-20230323.htm)] | | | | | | DEF 14A | | | | | | | | | | | | March 23, 2023 | | | | | | | | |
| [removed: 10.4.1] [added: 10.3.6] | | | | | | [Form of [removed: Restricted Share] [added: Non-Qualified Stock Option] Agreement, dated as of May [removed: 13, 2015,] [added: 8, 2017,] between ACGL and each [removed: of,] [added: of] Marc Grandisson, Nicolas Papadopoulo, Maamoun Rajeh and Louis T. [removed: Petrillo†](http://www.sec.gov/Archives/edgar/data/947484/000094748415000027/exhibit102rsa.htm)] [added: Petrillo†](https://www.sec.gov/Archives/edgar/data/947484/000094748417000055/ex105optionagreement.htm)] | | | | | | 10-Q | | | | | | [removed: 10.2] [added: 10.5] | | | | | | August [removed: 7, 2015] [added: 4, 2017] | | | | | | | | |
| [removed: 10.4.2] [added: 10.3.5] | | | | | | [Form of [removed: Restricted Share] [added: Non-Qualified Stock Option] Agreement, dated as of May 13, 2016, between ACGL and each of Marc Grandisson, Nicolas Papadopoulo, Maamoun Rajeh and Louis T. [removed: Petrillo†](http://www.sec.gov/Archives/edgar/data/947484/000094748416000061/ex102rsa5-13x16grants.htm)] [added: Petrillo†](https://www.sec.gov/Archives/edgar/data/947484/000094748416000061/ex103nqso5-13x16grants.htm)] | | | | | | 10-Q | | | | | | [removed: 10.2] [added: 10.3] | | | | | | August 5, 2016 | | | | | | | | |
| [removed: 10.4.3] [added: 10.3.2] | | | | | | [Form of Restricted Share [removed: Agreement, dated as of May 4, 2017,] [added: Agreement] between ACGL and each of the Non-Employee Directors of [removed: ACGL†](http://www.sec.gov/Archives/edgar/data/947484/000094748417000055/ex103rsaagreement-dir.htm)] [added: ACGL†](https://www.sec.gov/Archives/edgar/data/947484/000094748418000057/ex106directors.htm)] | | | | | | 10-Q | | | | | | [removed: 10.3] [added: 10.6] | | | | | | August [removed: 4, 2017] [added: 8, 2018] | | | | | | | | |
| [IV. Reinsurance](#i8f00ce33b17040b5b34e6d7060c3031e_292) | | | | | | | | |
| 10.16.1 | | | | | | [Master Transaction Agreement, dated as of April 5, 2024, by and between Allianz Global Risks US Insurance Company and Arch Capital Group Ltd.](https://www.sec.gov/Archives/edgar/data/947484/000094748424000055/mastertransactionagreement.htm) | | | | | | 8-K | | | | | | 10.1 | | | | | | April 5, 2024 | | | | | | | | |
| 10.16.2 | | | | | | [Amendment No. 1 to Master Transaction Agreement, dated as of August 1, 2024, by and among Arch Capital Group Ltd., Allianz Global Risks US Insurance.](https://www.sec.gov/Archives/edgar/data/947484/000094748424000099/ex22-mtaxfirstamendmenttom.htm) | | | | | | 8-K | | | | | | 2.2 | | | | | | August 1, 2024 | | | | | | | | |
| 10.18 | | | | | | [Amendment No. 4 to Letter of Credit Facility Agreement dated as of October 30, 2024 by and between Arch Reinsurance Ltd., as the borrower and Lloyds Bank.](https://www.sec.gov/Archives/edgar/data/947484/000094748424000135/exhibit101110424.htm) | | | | | | 8-K | | | | | | 10.1 | | | | | | November 4, 2024 | | | | | | | | |
| 10.19 | | | | | | [Amendment to Employment Agreement, dated as of November 7, 2024, between](https://www.sec.gov/Archives/edgar/data/947484/000094748424000148/ex10111724.htm) [](https://www.sec.gov/Archives/edgar/data/947484/000094748424000148/ex10111724.htm)[Arch U.S. MI Services Inc. and David Gansberg †](https://www.sec.gov/Archives/edgar/data/947484/000094748424000148/ex10111724.htm) | | | | | | 8-K | | | | | | 10.1 | | | | | | November 8, 2024 | | | | | | | | |
| 10.23 | | | | | | [Form of Restricted Share Outperformance Award Agreement between ACGL and](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex1023-rsatierii.htm) [](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex1023-rsatierii.htm)[each of François Morin, Christine Todd and certain other Executive Officers of](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex1023-rsatierii.htm) [](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex1023-rsatierii.htm)[ACGL†](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex1023-rsatierii.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 10.24 | | | | | | [Second Amendment to Employment Agreement, dated as of December 11, 2024,](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex1024-secondamendmenttodg.htm) [](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex1024-secondamendmenttodg.htm)[between Arch Capital Group (U.S.) Inc. and David Gansberg†](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex1024-secondamendmenttodg.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 19.1 | | | | | | [Policy Statement on Insider Trading and Confidential Information](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex191-insidertradingpolicy.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| | | | By: | | | /s/ Nicolas Papadopoulo | | | | | |
| | | | | | | Name: | | | Nicolas Papadopoulo | | |
February 27, 2025
| /s/ Nicolas Papadopoulo | | | | | | | | |
| Daniel J. Houston | | | Director | | | February 27, 2025 | | |
| Alexander Moczarski | | | Director | | | February 27, 2025 | | |
| Neal Triplett | | | Director | | | February 27, 2025 | | |
| * | | | | | | | | |
| | | | 2024 | | | | | | 2023 | | | | | | | | | | | | | | | | | | | | |
| Due to subsidiaries and affiliates | | | 11 | | | | | | — | | | | | | | | | | | | | | | | | | | | |
| Net realized gains (losses) | | | (4) | | | | | | — | | | | | | — | | |
| Acquisitions, net of cash | | | (450) | | | | | | — | | | | | | — | | |
| Common dividends paid | | | (1,866) | | | | | | — | | | | | | — | | |
| December 31, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Insurance | | | $696 | | | $16,277 | | | $4,857 | | | $6,627 | | | NM | | | $4,070 | | | $1,217 | | | $995 | | | $6,874 | | |
| Reinsurance | | | 981 | | | 12,567 | | | 4,891 | | | 7,242 | | | NM | | | 4,327 | | | 1,432 | | | 270 | | | 7,746 | | |
| Mortgage | | | 57 | | | 525 | | | 470 | | | 1,231 | | | NM | | | (55) | | | 2 | | | 207 | | | 1,112 | | |
| Total | | | $1,734 | | | $29,369 | | | $10,218 | | | $15,100 | | | NM | | | $8,342 | | | $2,651 | | | $1,472 | | | $15,732 | | |
| Insurance | | | $ | 7,970 | | | | | $ | (2,179) | | | | | $ | 1,083 | | | | | $ | 6,874 | | | | | 15.8 | | % |
| Reinsurance | | | 956 | | | | | | (3,366) | | | | | | 10,156 | | | | | | 7,746 | | | | | | 131.1 | | % |
| Mortgage | | | 1,130 | | | | | | (239) | | | | | | 221 | | | | | | 1,112 | | | | | | 19.9 | | % |
| Total | | | $ | 10,056 | | | | | $ | (5,779) | | | | | $ | 11,455 | | | | | $ | 15,732 | | | | | 72.8 | | % |
| | | | | | | | | |
| 2024 | | | $ | 1,734 | | $ | 29,369 | | $ | 68 | | $ | 10,218 | | $ | 15,100 | | $ | 1,495 | | $ | 8,849 | | $ | (507) | | $ | 2,651 | | $ | 5,073 | | $ | 15,732 | |
| [IV. Reinsurance](#ib89e004b6a054ea2a766671057f9304f_289) | | | | | | | | |
| 10.3.4 | | | | | | [ACGL 2018 Long Term Incentive and Share Award Plan†](http://www.sec.gov/Archives/edgar/data/947484/000094748418000030/a2018proxydef14a.htm) | | | | | | DEF 14A | | | | | | | | | | | | March 28, 2018 | | | | | | | | |
| 10.3.6 | | | | | | [ACGL 2022 Long Term Incentive and Share Award Plan†](http://www.sec.gov/Archives/edgar/data/947484/000094748422000040/ex101acgl2022long-termince.htm) | | | | | | 8-K | | | | | | 10.1 | | | | | | May 4, 2022 | | | | | | | | |
| 10.6.5 | | | | | | [Non-Qualified Stock Option Agreement, dated as of September 19, 2017, between ACGL and Nicolas Papadopoulo†](http://www.sec.gov/Archives/edgar/data/947484/000094748418000012/a2017ex1057.htm) | | | | | | 10-K | | | | | | 10.5.7 | | | | | | February 28, 2018 | | | | | | | | |
| 10.7.1 | | | | | | [Form of Share Appreciation Right Agreement, dated as of May 9, 2013, between ACGL and each of Marc Grandisson, Maamoun Rajeh and Louis T. Petrillo†](http://www.sec.gov/Archives/edgar/data/947484/000094748413000023/exhibit102shareappreciatio.htm) | | | | | | 10-Q | | | | | | 10.2 | | | | | | November 8, 2013 | | | | | | | | |
| 10.7.2 | | | | | | [Form of Share Appreciation Right Agreement, dated as of May 13, 2014, between ACGL and each of Marc Grandisson, Maamoun Rajeh and Louis T. Petrillo†](http://www.sec.gov/Archives/edgar/data/947484/000094748414000020/exhibit103sar51314.htm) | | | | | | 10-Q | | | | | | 10.3 | | | | | | August 8, 2014 | | | | | | | | |
| 10.7.4 | | | | | | [Share Appreciation Right Agreement, dated as of November 6, 2014, between ACGL and Marc Grandisson†](http://www.sec.gov/Archives/edgar/data/947484/000094748415000019/exhibit102mgsar.htm) | | | | | | 10-Q | | | | | | 10.2 | | | | | | May 8, 2015 | | | | | | | | |
| 10.13 | | | | | | [Employment Agreement, dated as of April 9, 2018, between ACGL and Marc Grandisson†](http://www.sec.gov/Archives/edgar/data/947484/000094748418000032/ex101emplagmtmg.htm) | | | | | | 8-K/A | | | | | | 10.1 | | | | | | April 11, 2018 | | | | | | | | |
(1) Certain schedules and exhibits have been omitted pursuant to Item 601(b)(10) of Regulation S-K.
The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits to the SEC upon request.
| | | | By: | | | /s/ Marc Grandisson | | | | | |
| | | | | | | Name: | | | Marc Grandisson | | |
February 23, 2024
| /s/ Marc Grandisson | | | | | | | | |
| Eric W. Doppstadt | | | Director | | | February 23, 2024 | | |
| Louis J. Paglia | | | Director | | | February 23, 2024 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| Loss on redemption of preferred shares | | | — | | | | | | — | | | | | | (15) | | |
| Capital contributed to subsidiaries | | | — | | | | | | — | | | | | | (487) | | |
| Purchase of fixed assets | | | — | | | | | | — | | | | | | (1) | | |
| Proceeds from issuance of preferred shares, net | | | — | | | | | | — | | | | | | 486 | | |
| Redemption of preferred shares | | | — | | | | | | — | | | | | | (450) | | |
| Other | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Insurance | | | $378 | | | $9,811 | | | $2,938 | | | $3,625 | | | NM | | | $2,345 | | | $606 | | | $559 | | | $4,149 | | |
| Reinsurance | | | 424 | | | 6,879 | | | 2,263 | | | 2,841 | | | NM | | | 1,925 | | | 537 | | | 214 | | | 3,254 | | |
| Mortgage | | | 99 | | | 1,068 | | | 811 | | | 1,283 | | | NM | | | 57 | | | 97 | | | 193 | | | 1,261 | | |
| Other | | | | | | | | | | | | 333 | | | NM | | | 258 | | | 63 | | | 33 | | | 353 | | |
| Total | | | $901 | | | $17,758 | | | $6,012 | | | $8,082 | | | NM | | | $4,585 | | | $1,303 | | | $999 | | | $9,017 | | |
See [note 4, “Segment Information,”](#ib89e004b6a054ea2a766671057f9304f_172) to our consolidated financial statements in Item 8 for information related to the corporate segment.
| Insurance | | | $ | 5,834 | | | | | $ | (1,719) | | | | | $ | 34 | | | | | $ | 4,149 | | | | | 0.8 | | % |
| Reinsurance | | | 409 | | | | | | (1,840) | | | | | | 4,685 | | | | | | 3,254 | | | | | | 144.0 | | % |
| Mortgage | | | 1,213 | | | | | | (247) | | | | | | 294 | | | | | | 1,261 | | | | | | 23.3 | | % |
| Other | | | 251 | | | | | | (105) | | | | | | 206 | | | | | | 353 | | | | | | 58.4 | | % |
| Total | | | $ | 7,707 | | | | | $ | (3,735) | | | | | $ | 5,045 | | | | | $ | 9,017 | | | | | 55.9 | | % |
| 2021 | | | 901 | | | 17,758 | | | 56 | | | 6,012 | | | 8,082 | | | 389 | | | 4,940 | | | (355) | | | 1,303 | | | 2,827 | | | 9,017 | | |
An excerpt. Shown here: 40 of 144 rewritten, all 32 added and all 37 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES in the FY2024 filing and the FY2023 filing.
Item 16. FORM 10-K SUMMARY
1 rewritten, 0 added, 0 removed, 3 unchanged
| ARCH CAPITAL | | | 185 | | | [removed: 2023] [added: 2024] FORM 10-K | | |