10-K comparison

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

Read the changesGo to Item 1A

Arch Capital Group Form 10-K, every itemFY2024, filed 27 February 2025, against FY2023, filed 23 February 2024FY2024 on sec.govFY2023 on sec.govRead this filingJSON

Summary

counted, not written

New Item 1A headings (4)

  1. 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.
  2. 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.
  3. 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.
  4. 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)

  1. 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.
  2. 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.
  3. 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.
  4. 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.
  5. New legislation or regulations relating to the U.K.’s Withdrawal from the EU could adversely affect us.
Reworded Item 1A headings (6)
  1. 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.
  2. 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.
  3. 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.
  4. 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.
  5. 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.
  6. 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

Rewritten

*•*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.

Rewritten

| ARCH CAPITAL | | | [removed: 40] [added: 43] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

- 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.]

Rewritten

- 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.

Rewritten

- 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.

Rewritten

- 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.]

Rewritten

| ARCH CAPITAL | | | [removed: 41] [added: 44] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

- 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.

Rewritten

- 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.

Rewritten

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.

Rewritten

| ARCH CAPITAL | | | [removed: 42] [added: 45] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

[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.

Rewritten

*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.*

Rewritten

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.

Rewritten

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.]

Rewritten

[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.

Rewritten

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.]

Rewritten

| ARCH CAPITAL | | | [removed: 43] [added: 46] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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.]

Rewritten

See [removed: [“Regulation”](#ib89e004b6a054ea2a766671057f9304f_43)] [added: [“Regulation”](#i8f00ce33b17040b5b34e6d7060c3031e_43)] in Item 1.

Rewritten

[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.

Rewritten

| ARCH CAPITAL | | | [removed: 44] [added: 47] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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.

Rewritten

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.

Rewritten

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.

Rewritten

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.]

Rewritten

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.

Rewritten

| ARCH CAPITAL | | | [removed: 45] [added: 48] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

*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.*

Rewritten

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.

Rewritten

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.]

Rewritten

The program trigger for calendar year [removed: 2023] [added: 2024] and any program year thereafter through 2027 is $200 million.

Rewritten

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.]

Rewritten

| ARCH CAPITAL | | | [removed: 46] [added: 49] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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.

Rewritten

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.]

Rewritten

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.

Rewritten

[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.

Rewritten

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.]

Rewritten

See [“Catastrophic Events and Severe Economic [removed: Events”](#ib89e004b6a054ea2a766671057f9304f_133)] [added: Events”](#i8f00ce33b17040b5b34e6d7060c3031e_136)] in Item 7 for further details.

New in FY2024

- 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.

New in FY2024

*•*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.

New in FY2024

and results of operations.

New in FY2024

*•*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.

New in FY2024

- 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.

New in FY2024

We compete on the basis of product offerings, pricing, terms and conditions, claims servicing and customer relationships.

New in FY2024

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.

New in FY2024

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.

New in FY2024

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.

New in FY2024

In addition, it is anticipated that the Trump administration will promulgate a number of executive orders or propose legislation that could impact our industry.

New in FY2024

We cannot predict with certainty the impact of these actions on our business and results of operations.

New in FY2024

In August 2024, we were added to the list of IAIGs, subjecting our global operations to additional regulation and scrutiny.

New in FY2024

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.

New in FY2024

Examples may be climate change disclosures and goals and diversity, equity and inclusion programs.

New in FY2024

Regulator and shareholder focus on “greenwashing” also continues.

New in FY2024

We are subject to CSRD and other EU and U.K. regulations relating to climate disclosures and goals.

New in FY2024

These regulations require extensive reporting on climate and other social factors beyond current U.S. requirements.

New in FY2024

The European Commission recently proposed changes to sustainability reporting requirements which may impact our reporting obligations.

New in FY2024

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.

New in FY2024

*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.*

New in FY2024

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.

New in FY2024

*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.*

New in FY2024

Shareholders, investors and regulators have placed increased attention on climate change and sustainability-related issues, leading to evolving and sometimes conflicting expectations and standards.

New in FY2024

We are committed to evaluating and, where appropriate, incorporating sustainability practices in our business.

New in FY2024

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.

New in FY2024

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.

New in FY2024

our financial condition in general.

New in FY2024

Underwriting is inherently a matter of

New in FY2024

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.

New in FY2024

The MCE Acquisition is an example of such expansion.

New in FY2024

permissions; and establishing adequate reserves for any acquired book of business.

New in FY2024

*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.*

New in FY2024

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.

New in FY2024

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.

New in FY2024

Regulators and customers regularly request information about our cybersecurity program and disaster recovery plans.

New in FY2024

We use AI in areas of our business and, to a much more limited extent, carefully vetted generative AI capabilities.

New in FY2024

We must continually invest significant resources in maintaining, monitoring and enhancing our information technology systems’ capabilities to meet customer needs and business strategy.

New in FY2024

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.

New in FY2024

technologies or update our existing systems to keep pace with our competitors and customer needs.

New in FY2024

*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.*

Dropped from FY2023

- 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.

Dropped from FY2023

- 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.

Dropped from FY2023

- Our information technology systems may be unable to meet the demands of customers and our workforce.

Dropped from FY2023

- 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.

Dropped from FY2023

- 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.

Dropped from FY2023

- New legislation or regulations relating to the U.K.’s withdrawal from the EU could adversely affect us.

Dropped from FY2023

adversely and materially impact our investments, financial condition and results of operation.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

In addition, there are different types of

Dropped from FY2023

There is great uncertainty around how severe and how long a recession will last on a global and local basis.

Dropped from FY2023

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.

Dropped from FY2023

error and misestimation.

Dropped from FY2023

transition that these companies make towards addressing climate risk in their own businesses.

Dropped from FY2023

*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.*

Dropped from FY2023

the impact will depend on the outcome of the war in Ukraine and the nature of future sanctions packages.

Dropped from FY2023

*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.*

Dropped from FY2023

Shareholders and investors have placed increased importance on how we are addressing ESG issues.

Dropped from FY2023

ESG encompass a wide range of issues, including climate change and other environmental risks.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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

Dropped from FY2023

dissatisfaction.

Dropped from FY2023

In addition, we cannot predict how legal challenges to diversity and inclusion recruitment programs may impact our efforts in this area.

Dropped from FY2023

adverse effect on our financial condition or our results of operations, possibly to the extent of eliminating our shareholders’ equity.

Dropped from FY2023

to meet their obligations to us or the reinsurance or retrocessional protections purchased by us are exhausted or are otherwise unavailable for any reason.

Dropped from FY2023

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.

Dropped from FY2023

and into 2023.

Dropped from FY2023

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.

Dropped from FY2023

obligations to us.

Dropped from FY2023

Specifically, our information technology systems service our insurance portfolios.

Dropped from FY2023

Our customers, require that we conduct our business in a secure manner, electronically via the Internet or via electronic data transmission.

Dropped from FY2023

We must continually invest significant resources in establishing and maintaining electronic connectivity with customers.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

We also rely on electronic integrations in our insurance operations with third parties and customers.

Dropped from FY2023

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.

Dropped from FY2023

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

Rewritten

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.]

Rewritten

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.

Rewritten

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).”]

Rewritten

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).]

Rewritten

| Current Outlook | | | | | | | | | [removed: [65](#ib89e004b6a054ea2a766671057f9304f_91)] [added: [68](#i8f00ce33b17040b5b34e6d7060c3031e_94)] | | |

Rewritten

| Financial Measures | | | | | | | | | [removed: [66](#ib89e004b6a054ea2a766671057f9304f_94)] [added: [69](#i8f00ce33b17040b5b34e6d7060c3031e_97)] | | |

Rewritten

| Comments on Non-GAAP Measures | | | | | | | | | [removed: [67](#ib89e004b6a054ea2a766671057f9304f_97)] [added: [70](#i8f00ce33b17040b5b34e6d7060c3031e_100)] | | |

Rewritten

| Summary of Critical Accounting Estimates | | | | | | | | | [removed: [75](#ib89e004b6a054ea2a766671057f9304f_115)] [added: [78](#i8f00ce33b17040b5b34e6d7060c3031e_118)] | | |

Rewritten

| Contractual Obligations and Commitments | | | | | | | | | [removed: [90](#ib89e004b6a054ea2a766671057f9304f_127)] [added: [93](#i8f00ce33b17040b5b34e6d7060c3031e_130)] | | |

Rewritten

| Catastrophic Events and Severe Economic Events | | | | | | | | | [removed: [91](#ib89e004b6a054ea2a766671057f9304f_133)] [added: [94](#i8f00ce33b17040b5b34e6d7060c3031e_136)] | | |

Rewritten

| Market Sensitive Instruments and Risk Management | | | | | | | | | [removed: [93](#ib89e004b6a054ea2a766671057f9304f_136)] [added: [95](#i8f00ce33b17040b5b34e6d7060c3031e_139)] | | |

Rewritten

| ARCH CAPITAL | | | [removed: 64] [added: 67] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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.

Rewritten

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.]

Rewritten

See [“Comment on Non-GAAP Financial [removed: Measures.”](#ib89e004b6a054ea2a766671057f9304f_97)][added: Measures.”](#i8f00ce33b17040b5b34e6d7060c3031e_100)]

Rewritten

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.

Rewritten

As underwriting opportunities arise, our reinsurance segment [removed: is able to react] [added: reacts] quickly and significantly when markets pivot.

Rewritten

| ARCH CAPITAL | | | [removed: 65] [added: 68] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

[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.

Rewritten

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.]

Rewritten

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.

Rewritten

| [removed: Year] [added: | | | Year] Ended December [removed: 31, 2022] [added: 31,] | | | [removed: \-6.45] | | [removed: %] | | | | [removed: \-9.60] | | [removed: %] | [added: | | | | | | | | |]

Rewritten

[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.]

Rewritten

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.]

Rewritten

| ARCH CAPITAL | | | [removed: 66] [added: 69] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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.

Rewritten

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.

Rewritten

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.

Rewritten

| ICE BofA 1-10 Year U.S. Corporate Index | | | [removed: 28.50] [added: 27.70] | | |

Rewritten

| Yield on 3-5 Year U.S. Treasury Index plus 6% | | | [removed: 16.50] [added: 17.00] | | |

Rewritten

| ICE BofA 1-10 Year U.S. Treasury Index | | | [removed: 15.75] [added: 15.00] | | |

Rewritten

| ICE BofA U.S. High Yield Constrained Index | | | [removed: 8.00] [added: 6.00] | | |

Rewritten

| ICE BofA 1-5 Year U.K. Gilt Index | | | [removed: 5.50] [added: 5.25] | | |

Rewritten

| JPM CLOIE Investment Grade | | | [removed: 4.50] [added: 6.00] | | |

Rewritten

| ICE BofA German Government 1-5 Year Index | | | [removed: 2.80] [added: 3.25] | | |

Rewritten

| ICE BofA German Government 5-7 Year Index | | | [removed: 1.20] [added: 0.60] | | |

Rewritten

| S&P 500 Total Return Index | | | [removed: 4.00] [added: 4.75] | | |

Rewritten

| ICE BofA U.S. ABS & CMBS Index | | | [removed: 3.00] [added: 4.50] | | |

Rewritten

| ICE BofA 1-5 Year Australia Government Index | | | [removed: 2.50] [added: 2.35] | | |

Rewritten

| ICE BofA 1-5 Year Canada Government Index | | | [removed: 2.70] [added: 2.55] | | |

New in FY2024

| Overview | | | | | | | | | [68](#i8f00ce33b17040b5b34e6d7060c3031e_91) | | |

New in FY2024

| Results of Operations | | | | | | | | | [72](#i8f00ce33b17040b5b34e6d7060c3031e_103) | | |

New in FY2024

| | | | Insurance Segment | | | | | | [72](#i8f00ce33b17040b5b34e6d7060c3031e_106) | | |

New in FY2024

| | | | Reinsurance Segment | | | | | | [74](#i8f00ce33b17040b5b34e6d7060c3031e_109) | | |

New in FY2024

| | | | Mortgage Segment | | | | | | [75](#i8f00ce33b17040b5b34e6d7060c3031e_112) | | |

New in FY2024

| | | | Corporate | | | | | | [76](#i8f00ce33b17040b5b34e6d7060c3031e_115) | | |

New in FY2024

| Financial Condition | | | | | | | | | [86](#i8f00ce33b17040b5b34e6d7060c3031e_121) | | |

New in FY2024

| Liquidity | | | | | | | | | [88](#i8f00ce33b17040b5b34e6d7060c3031e_124) | | |

New in FY2024

| Capital Resources | | | | | | | | | [90](#i8f00ce33b17040b5b34e6d7060c3031e_127) | | |

New in FY2024

| Ratings | | | | | | | | | [93](#i8f00ce33b17040b5b34e6d7060c3031e_133) | | |

New in FY2024

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.

New in FY2024

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.

New in FY2024

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.

New in FY2024

Overall, we believe the property and casualty environment remains favorable, despite increasing competition in many of our lines of business.

New in FY2024

This makes underwriting and risk mitigation increasingly important.

New in FY2024

Our underwriting strategies empower our businesses to respond quickly to their trading environment.

New in FY2024

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.

New in FY2024

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.

New in FY2024

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.

New in FY2024

Notwithstanding this increased loss activity, we believe the property market remains attractive.

New in FY2024

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.

New in FY2024

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.

New in FY2024

Our reinsurance segment contributed $1.2 billion of underwriting income in 2024, despite the impact of catastrophic events.

New in FY2024

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.

New in FY2024

Our insurance segment also seized on strong growth opportunities in 2024, while elevated catastrophe activity such as Hurricanes Helene and Milton limited underwriting income.

New in FY2024

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.

New in FY2024

On August 1, 2024, we completed the acquisition of the U.S. MidCorp and Entertainment insurance businesses from Allianz (“MCE Acquisition”).

New in FY2024

As such, the insurance segment’s 2024 results include five months of activity related to the acquired business.

New in FY2024

This acquisition expands our capabilities for insureds in the U.S. middle markets and represents an important component of our insurance segment.

New in FY2024

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.

New in FY2024

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.

New in FY2024

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.

New in FY2024

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.

New in FY2024

The persistency of our in force U.S. primary mortgage insurance portfolio remained a healthy 82.1% and the delinquency rate remained low.

New in FY2024

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.

New in FY2024

Our Operating ROAE was 18.9% for 2024, compared to 21.6% for 2023.

New in FY2024

Returns for 2024 reflected strong underwriting and investment returns, albeit with an elevated level of catastrophe activity.

New in FY2024

| Year Ended December 31, 2024 | | | 5.08 | | % | | | | 5.22 | | % |

New in FY2024

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.

New in FY2024

It is recalibrated annually.

Dropped from FY2023

| | | | | | | | | | | | |

Dropped from FY2023

| Overview | | | | | | | | | [65](#ib89e004b6a054ea2a766671057f9304f_88) | | |

Dropped from FY2023

| Results of Operations | | | | | | | | | [69](#ib89e004b6a054ea2a766671057f9304f_100) | | |

Dropped from FY2023

| | | | Insurance Segment | | | | | | [69](#ib89e004b6a054ea2a766671057f9304f_103) | | |

Dropped from FY2023

| | | | Reinsurance Segment | | | | | | [71](#ib89e004b6a054ea2a766671057f9304f_106) | | |

Dropped from FY2023

| | | | Mortgage Segment | | | | | | [72](#ib89e004b6a054ea2a766671057f9304f_109) | | |

Dropped from FY2023

| | | | Corporate Segment | | | | | | [73](#ib89e004b6a054ea2a766671057f9304f_112) | | |

Dropped from FY2023

| Financial Condition | | | | | | | | | [83](#ib89e004b6a054ea2a766671057f9304f_118) | | |

Dropped from FY2023

| Liquidity | | | | | | | | | [85](#ib89e004b6a054ea2a766671057f9304f_121) | | |

Dropped from FY2023

| Capital Resources | | | | | | | | | [87](#ib89e004b6a054ea2a766671057f9304f_124) | | |

Dropped from FY2023

| Ratings | | | | | | | | | [91](#ib89e004b6a054ea2a766671057f9304f_130) | | |

Dropped from FY2023

With our commitment to underwriting acumen, prudent reserving and cycle-focused capital allocation, we were able to deliver another profitable year.

Dropped from FY2023

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.

Dropped from FY2023

We continue to execute our cycle management strategy by actively allocating capital to the segments with the best risk adjusted returns.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

At Arch, our primary focus has always been on rate adequacy, regardless of market conditions.

Dropped from FY2023

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.

Dropped from FY2023

The hard market conditions remained elevated in several lines during the January 1, 2024 renewal cycle.

Dropped from FY2023

In our insurance segment, we continue to take advantage of favorable global market conditions with net premiums written up 17% in 2023.

Dropped from FY2023

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.

Dropped from FY2023

In 2023, the most notable gains came in property, marine, construction and national accounts.

Dropped from FY2023

Inflation continues to be a focus for our industry.

Dropped from FY2023

We proactively analyze available data and we incorporate emerging trends into our pricing and reserving.

Dropped from FY2023

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.

Dropped from FY2023

Our mortgage segment continues to deliver a steady level of earnings for our shareholders.

Dropped from FY2023

Higher persistency of our in force U.S. primary mortgage insurance portfolio helped offset the significant industry wide reduction in mortgage originations in 2023.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

Book value per share was $46.94 at December 31, 2023, a 43.9% increase from $32.62 at December 31, 2022.

Dropped from FY2023

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.

Dropped from FY2023

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

Dropped from FY2023

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.

Dropped from FY2023

Total return for 2023 reflected strong returns in fixed income, equity and alternative strategies.

Dropped from FY2023

Actual performance trailed the benchmark return for the year, largely due to the portfolio being underweight risk assets compared to the benchmark.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

Along with consolidated underwriting income, we provide a subtotal of underwriting income or loss before the contribution from the ‘other’ segment.

Dropped from FY2023

Through June 30, 2021, the ‘other’ segment included the results of Somers Holdings Ltd. (formerly Watford Holdings Ltd.).

Dropped from FY2023

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

Rewritten

| ARCH CAPITAL | | | [removed: 95] [added: 98] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Item 1. BUSINESS

281 rewritten, 212 added, 141 removed, 836 unchanged

Rewritten

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.

Rewritten

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.

Rewritten

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.

Rewritten

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.]

Rewritten

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.

Rewritten

[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.

Rewritten

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.]

Rewritten

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.]

Rewritten

| ARCH CAPITAL | | | 3 | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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.

Rewritten

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.

Rewritten

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.

Rewritten

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”).

Rewritten

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”).

Rewritten

Arch Capital assigned its rights under the Merger Agreement to Greysbridge Holdings Ltd. [added: (“Greysbridge”).]

Rewritten

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”).

Rewritten

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”).

Rewritten

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.

Rewritten

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.

Rewritten

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.]

Rewritten

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.

Rewritten

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.]

Rewritten

[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.”

Rewritten

Our insurance operations are conducted in Bermuda, the [removed: U.S,] [added: U.S.,] the U.K., Europe, Canada, and Australia.

Rewritten

| ARCH CAPITAL | | | 4 | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

[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”).

Rewritten

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.

Rewritten

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.

Rewritten

[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”).

Rewritten

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).

Rewritten

AMAL also acts as managing agent for third party members of Arch Syndicate [added: 1955.]

Rewritten

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.

Rewritten

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.

Rewritten

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.

Rewritten

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.

Rewritten

Our insurance group believes that the key to this approach is adherence to uniform underwriting [added: standards across all types of business.]

Rewritten

| ARCH CAPITAL | | | 5 | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

We believe our ability to handle claims expeditiously and satisfactorily is a key to our [removed: success.]

Rewritten

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.

Rewritten

*•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.

New in FY2024

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.

New in FY2024

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.

New in FY2024

Our Danish underwriting agency was formed in 2007 with a focus on Accident & Health business.

New in FY2024

The acquisition of

New in FY2024

Barbican in 2019 also contributed to our reinsurance operations in the London market.

New in FY2024

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.

New in FY2024

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.

New in FY2024

In 2024, Warburg and Kelso both delivered a put option notice to sell a certain amount of their initial shares.

New in FY2024

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.

New in FY2024

During the 2024 fiscal year, we repurchased approximately $24 million worth of ACGL common shares.

New in FY2024

We classify our businesses into three underwriting segments – insurance, reinsurance and mortgage.

New in FY2024

In 2024, we acquired Watford Insurance Company (“WIC”) from Somers.

New in FY2024

WIC is an admitted insurer in all 50 states and the District of Columbia.

New in FY2024

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”).

New in FY2024

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

New in FY2024

“Business”), as well as certain assets of Allianz and its affiliates related to the Business.

New in FY2024

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.

New in FY2024

The acquisition of the Business is an important part of the Company’s growth strategy, and provides a ballast to our existing insurance business.

New in FY2024

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.

New in FY2024

- *Maintain disciplined underwriting standards using our experience and strategic analytics to drive decisions*.

New in FY2024

This strategy is underpinned by our belief in using data and strategic analytics to assess business through hard and soft underwriting conditions.

New in FY2024

success.

New in FY2024

- *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.

New in FY2024

The MCE platform enhances our U.S. focus on middle market companies using our strategic analytics capabilities and continued focus on customer solutions.

New in FY2024

We continue to focus on specialty risks as we build out a diversified platform across the insurance segment.

New in FY2024

Outside of the U.S., we are focused on continued expansion in continental Europe and optimizing opportunities in the London Market.

New in FY2024

*Underwriting Philosophy.* We seek to generate an underwriting profit based on our careful analysis across each product line that focuses on the following:

New in FY2024

We employ analytic capabilities to support this philosophy.

New in FY2024

Clients (insureds) are referred to our insurance group through a large number of international,

New in FY2024

philosophy of each reinsurer.

New in FY2024

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.

New in FY2024

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.

New in FY2024

order to compare the cedent’s historical loss experience to industry averages;

New in FY2024

See [note 8, “Reinsurance,”](#i8f00ce33b17040b5b34e6d7060c3031e_187) to our consolidated financial statements in Item 8.

New in FY2024

management to offer mortgage insurance, reinsurance and other risk-sharing products in the U.S., Europe, the U.K. and Australia.

New in FY2024

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.

New in FY2024

recourse, participation or by a qualified insurer.

New in FY2024

Artificial Intelligence

New in FY2024

Artificial intelligence (“AI”) encompasses a range of machine-based capabilities, including traditional rule-based and machine learning AI as well as generative AI.

New in FY2024

We incorporate AI to assist with tasks such as catastrophe modeling and predictive analytics to help mitigate losses and enhance our product offerings.

Dropped from FY2023

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.

Dropped from FY2023

See “Operations—Insurance Operations” for further details on our insurance operations.

Dropped from FY2023

Our European reinsurance operations commenced in 2006 in Zurich, Switzerland followed by the formation of a Danish underwriting agency in 2007.

Dropped from FY2023

through direct and aggregator channels, affiliated insurer and fully integrated claims operation.

Dropped from FY2023

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.

Dropped from FY2023

(“Greysbridge”).

Dropped from FY2023

During the 2023 fiscal year, we did not repurchase any shares under our share repurchase program.

Dropped from FY2023

1955.

Dropped from FY2023

The sale is expected to close in the first half of 2024, subject to regulatory approvals and other closing conditions.

Dropped from FY2023

- *Maintain a disciplined underwriting philosophy*.

Dropped from FY2023

standards across all types of business.

Dropped from FY2023

The Arch U.K. regional division has a retail distribution network in the U.K.

Dropped from FY2023

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.

Dropped from FY2023

*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.

Dropped from FY2023

One key to this philosophy is the adherence to uniform underwriting standards across each product line that focuses on the following:

Dropped from FY2023

Currently, some of our contracts with brokers provide for additional commissions based on volume.

Dropped from FY2023

reinsurance recoverables and collateral with unauthorized reinsurers.

Dropped from FY2023

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.

Dropped from FY2023

AMAL is the managing agent for the reinsurance operations of Arch Syndicate 2012 and Arch Syndicate 1955.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

originated by mortgage lenders and sold to the GSEs.

Dropped from FY2023

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.

Dropped from FY2023

Our companies share a focus

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

belonging, provide leadership opportunities for members and contribute meaningfully to business outcomes.

Dropped from FY2023

Importantly, our networks include significant ally representation, which underscores the inclusive behavior of our people.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

More than 65% of employees had reductions in medical premiums for the same plan and coverage tier.

Dropped from FY2023

plans.

Dropped from FY2023

As part of our talent attraction, we have targeted programs aimed at diversifying our workforce.

Dropped from FY2023

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.

Dropped from FY2023

As part of our corporate governance, the Board

Dropped from FY2023

We are subject to extensive regulation under applicable statutes in these countries and any other jurisdictions in which we operate.

Dropped from FY2023

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

Rewritten

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.

Dropped from FY2023

| | | | | | | | | |

Dropped from FY2023

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

Dropped from FY2023

| ARCH CAPITAL | | | 61 | | | 2023 FORM 10-K | | |

Cover and table of contents

38 rewritten, 2 added, 0 removed, 114 unchanged

Rewritten

| | | | For the Fiscal Year [removed: Ended | | | December] [added: Ended December] 31, [removed: 2023 | | | Commission File No.] [added: 2024] | | | [removed: 001-16209] | | |

Rewritten

[removed: ![archlogorgbsolida41.jpg](https://www.sec.gov/Archives/edgar/data/947484/000094748424000020/acgl-20231231_g1.jpg)][added: ![archlogorgbsolida41.jpg](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/acgl-20241231_g1.jpg)]

Rewritten

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.

Rewritten

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.

Rewritten

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.

Rewritten

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.]

Rewritten

| ITEM 1. | | | [removed: [BUSINESS](#ib89e004b6a054ea2a766671057f9304f_16)] [added: [BUSINESS](#i8f00ce33b17040b5b34e6d7060c3031e_16)] | | | [removed: [3](#ib89e004b6a054ea2a766671057f9304f_16)] [added: [3](#i8f00ce33b17040b5b34e6d7060c3031e_16)] | | |

Rewritten

| ITEM 1A. | | | [RISK [removed: FACTORS](#ib89e004b6a054ea2a766671057f9304f_49)] [added: FACTORS](#i8f00ce33b17040b5b34e6d7060c3031e_49)] | | | [removed: [40](#ib89e004b6a054ea2a766671057f9304f_49)] [added: [43](#i8f00ce33b17040b5b34e6d7060c3031e_49)] | | |

Rewritten

| ITEM 1B. | | | [UNRESOLVED STAFF [removed: COMMENTS](#ib89e004b6a054ea2a766671057f9304f_67)] [added: COMMENTS](#i8f00ce33b17040b5b34e6d7060c3031e_67)] | | | [removed: [60](#ib89e004b6a054ea2a766671057f9304f_67)] [added: [63](#i8f00ce33b17040b5b34e6d7060c3031e_67)] | | |

Rewritten

| ITEM 1C. | | | [removed: [CYBERSECURITY](#ib89e004b6a054ea2a766671057f9304f_2298)] [added: [CYBERSECURITY](#i8f00ce33b17040b5b34e6d7060c3031e_70)] | | | [removed: [60](#ib89e004b6a054ea2a766671057f9304f_2298)] [added: [63](#i8f00ce33b17040b5b34e6d7060c3031e_70)] | | |

Rewritten

| ITEM 2. | | | [removed: [PROPERTIES](#ib89e004b6a054ea2a766671057f9304f_70)] [added: [PROPERTIES](#i8f00ce33b17040b5b34e6d7060c3031e_73)] | | | [removed: [61](#ib89e004b6a054ea2a766671057f9304f_70)] [added: [64](#i8f00ce33b17040b5b34e6d7060c3031e_73)] | | |

Rewritten

| ITEM 3. | | | [LEGAL [removed: PROCEEDINGS](#ib89e004b6a054ea2a766671057f9304f_73)] [added: PROCEEDINGS](#i8f00ce33b17040b5b34e6d7060c3031e_76)] | | | [removed: [61](#ib89e004b6a054ea2a766671057f9304f_73)] [added: [65](#i8f00ce33b17040b5b34e6d7060c3031e_76)] | | |

Rewritten

| ITEM 4. | | | [MINE SAFETY [removed: DISCLOSURES](#ib89e004b6a054ea2a766671057f9304f_76)] [added: DISCLOSURES](#i8f00ce33b17040b5b34e6d7060c3031e_79)] | | | [removed: [61](#ib89e004b6a054ea2a766671057f9304f_76)] [added: [65](#i8f00ce33b17040b5b34e6d7060c3031e_79)] | | |

Rewritten

| 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)] | | |

Rewritten

| ITEM 6. | | | [removed: \[[RESERVED](#ib89e004b6a054ea2a766671057f9304f_82)\]] [added: \[[RESERVED](#i8f00ce33b17040b5b34e6d7060c3031e_85)\]] | | | [removed: [63](#ib89e004b6a054ea2a766671057f9304f_82)] [added: [66](#i8f00ce33b17040b5b34e6d7060c3031e_85)] | | |

Rewritten

| 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)] | | |

Rewritten

| ITEM 7A. | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#ib89e004b6a054ea2a766671057f9304f_139)] [added: RISK](#i8f00ce33b17040b5b34e6d7060c3031e_142)] | | | [removed: [95](#ib89e004b6a054ea2a766671057f9304f_139)] [added: [98](#i8f00ce33b17040b5b34e6d7060c3031e_142)] | | |

Rewritten

| ITEM 8. | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#ib89e004b6a054ea2a766671057f9304f_142)] [added: DATA](#i8f00ce33b17040b5b34e6d7060c3031e_145)] | | | [removed: [96](#ib89e004b6a054ea2a766671057f9304f_142)] [added: [99](#i8f00ce33b17040b5b34e6d7060c3031e_145)] | | |

Rewritten

| 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)] | | |

Rewritten

| ITEM 9A. | | | [CONTROLS AND [removed: PROCEDURES](#ib89e004b6a054ea2a766671057f9304f_256)] [added: PROCEDURES](#i8f00ce33b17040b5b34e6d7060c3031e_259)] | | | [removed: [171](#ib89e004b6a054ea2a766671057f9304f_256)] [added: [171](#i8f00ce33b17040b5b34e6d7060c3031e_259)] | | |

Rewritten

| ITEM 9B. | | | [OTHER [removed: INFORMATION](#ib89e004b6a054ea2a766671057f9304f_259)] [added: INFORMATION](#i8f00ce33b17040b5b34e6d7060c3031e_262)] | | | [removed: [172](#ib89e004b6a054ea2a766671057f9304f_259)] [added: [172](#i8f00ce33b17040b5b34e6d7060c3031e_262)] | | |

Rewritten

| ITEM 9C. | | | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT [removed: INSPECTIONS](#ib89e004b6a054ea2a766671057f9304f_262)] [added: INSPECTIONS](#i8f00ce33b17040b5b34e6d7060c3031e_265)] | | | [removed: [172](#ib89e004b6a054ea2a766671057f9304f_262)] [added: [172](#i8f00ce33b17040b5b34e6d7060c3031e_265)] | | |

Rewritten

| ITEM 10. | | | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#ib89e004b6a054ea2a766671057f9304f_265)] [added: GOVERNANCE](#i8f00ce33b17040b5b34e6d7060c3031e_268)] | | | [removed: [172](#ib89e004b6a054ea2a766671057f9304f_265)] [added: [172](#i8f00ce33b17040b5b34e6d7060c3031e_268)] | | |

Rewritten

| ITEM 11. | | | [EXECUTIVE [removed: COMPENSATION](#ib89e004b6a054ea2a766671057f9304f_268)] [added: COMPENSATION](#i8f00ce33b17040b5b34e6d7060c3031e_271)] | | | [removed: [172](#ib89e004b6a054ea2a766671057f9304f_268)] [added: [172](#i8f00ce33b17040b5b34e6d7060c3031e_271)] | | |

Rewritten

| 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)] | | |

Rewritten

| 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)] | | |

Rewritten

| ITEM 14. | | | [PRINCIPAL ACCOUNTANT FEES AND [removed: SERVICES](#ib89e004b6a054ea2a766671057f9304f_277)] [added: SERVICES](#i8f00ce33b17040b5b34e6d7060c3031e_280)] | | | [removed: [173](#ib89e004b6a054ea2a766671057f9304f_277)] [added: [173](#i8f00ce33b17040b5b34e6d7060c3031e_280)] | | |

Rewritten

| ITEM 15. | | | [EXHIBITS AND FINANCIAL STATEMENT [removed: SCHEDULES](#ib89e004b6a054ea2a766671057f9304f_280)] [added: SCHEDULES](#i8f00ce33b17040b5b34e6d7060c3031e_283)] | | | [removed: [174](#ib89e004b6a054ea2a766671057f9304f_280)] [added: [174](#i8f00ce33b17040b5b34e6d7060c3031e_283)] | | |

Rewritten

| ITEM 16. | | | [FORM 10-K [removed: SUMMARY](#ib89e004b6a054ea2a766671057f9304f_295)] [added: SUMMARY](#i8f00ce33b17040b5b34e6d7060c3031e_298)] | | | [removed: [185](#ib89e004b6a054ea2a766671057f9304f_295)] [added: [185](#i8f00ce33b17040b5b34e6d7060c3031e_298)] | | |

Rewritten

- 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;

Rewritten

- 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;

Rewritten

- the effect of contagious diseases [removed: (including COVID-19)] on our business;

Rewritten

- acts of terrorism, [removed: geopolitical] political unrest and other [removed: regional and global] hostilities or other unforecasted and unpredictable events;

Rewritten

| ARCH CAPITAL | | | 1 | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

- availability to us of reinsurance to manage our [removed: gross and] net [removed: exposures] [added: exposure] and the cost of such reinsurance;

Rewritten

- 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;

Rewritten

[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.

Rewritten

| ARCH CAPITAL | | | 2 | | | [removed: 2023] [added: 2024] FORM 10-K | | |

New in FY2024

| | | | | | | For the transition period from _______to _______ | | | | | | | | |

New in FY2024

| | | | | | | Commission File No. | | | 001-16209 | | | | | |

Item 1C. CYBERSECURITY

15 rewritten, 7 added, 6 removed, 25 unchanged

Rewritten

See Item 1, “[Business—Enterprise Risk [removed: Management](#ib89e004b6a054ea2a766671057f9304f_40)”] [added: Management](#i8f00ce33b17040b5b34e6d7060c3031e_40)”] for additional information.

Rewritten

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.]

Rewritten

See Item 1, “[Business—Regulation—Cybersecurity and [removed: Privacy](#ib89e004b6a054ea2a766671057f9304f_43)”] [added: Privacy](#i8f00ce33b17040b5b34e6d7060c3031e_43)”] for additional details.

Rewritten

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.]

Rewritten

[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.

Rewritten

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.

Rewritten

[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.

Rewritten

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.”

Rewritten

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.

Rewritten

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.]

Rewritten

| ARCH CAPITAL | | | [removed: 60] [added: 63] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

His responsibilities as the CIO include [added: all areas of Information Technology and] information security [removed: oversight, and board reporting.][added: oversight.]

Rewritten

Our CISO, has [removed: 18] [added: 19] years of experience in [removed: Information Security.][added: information security.]

Rewritten

[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.

Rewritten

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.]

New in FY2024

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.

New in FY2024

These policies and standards are regularly reviewed and updated at least annually based on the risk and regulatory environment in which we operate.

New in FY2024

We monitor closely privacy and cybersecurity, AI and operational resilience laws, regulations and guidance applicable to us.

New in FY2024

These tests and our tabletop exercises enable us to incorporate recommendations and learnings in our program.

New in FY2024

The information security personnel reporting to the CISO hold various leading security certifications.

New in FY2024

- The Operational Risk Committee (“ORC”), comprised of senior IT, operations, risk, legal and compliance leaders

New in FY2024

We also have an enterprise Artificial Intelligence Governance and Oversight Committee focusing on the use and management of AI in our operations.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

In addition, the Company negotiates appropriately protective terms in its legal agreements with these providers.

Dropped from FY2023

Computer viruses, hackers,

Dropped from FY2023

including 20 years in the financial services space.

Dropped from FY2023

business disruption, business continuity and disaster recovery.

Item 2. PROPERTIES

2 rewritten, 3 added, 0 removed, 4 unchanged

Rewritten

Our mortgage group leases space for offices in the U.S., [added: Bermuda,] Hong Kong and Australia.

Rewritten

However, as we continue to develop our business, we may open additional office locations in [removed: 2024.][added: 2025.]

New in FY2024

| | | | | | | | | |

New in FY2024

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

New in FY2024

| 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

Rewritten

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.

Rewritten

The following table summarizes our purchases of common shares for the [removed: 2023] [added: 2024] fourth quarter:

Rewritten

(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.

Rewritten

(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.]

Rewritten

Repurchases may be effected from time to time in open market or privately negotiated [removed: transactions through December 31, 2024.][added: transactions.]

Rewritten

| ARCH CAPITAL | | | [removed: 62] [added: 65] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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.

Rewritten

[removed: ![1724](https://www.sec.gov/Archives/edgar/data/947484/000094748424000020/acgl-20231231_g2.jpg)][added: ![1973](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/acgl-20241231_g2.jpg)]

Rewritten

| | | | 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 | | |]

Rewritten

(2) The above graph assumes that the value of the investment was $100 on December 31, [removed: 2018.][added: 2019.]

New in FY2024

| 10/1/2024-10/31/2024 | | | | | | 517 | | | | | | $ | 113.51 | | | | | — | | | | | | $ | 1,000,000 | |

New in FY2024

| 11/1/2024-11/30/2024 | | | | | | 80 | | | | | | $ | 101.85 | | | | | — | | | | | | $ | 1,000,000 | |

New in FY2024

| 12/1/2024-12/31/2024 | | | | | | 262,857 | | | | | | $ | 89.66 | | | | | 261,981 | | | | | | $ | 996,796 | |

New in FY2024

| Total | | | | | | 263,454 | | | | | | $ | 89.71 | | | | | 261,981 | | | | | | $ | 996,796 | |

New in FY2024

| l | | | Arch Capital Group Ltd. | | | $100.00 | | | $84.10 | | | $103.64 | | | $146.37 | | | $173.16 | | | $226.44 | | |

New in FY2024

| n | | | S&P 500 Index | | | $100.00 | | | $118.40 | | | $152.39 | | | $124.79 | | | $157.59 | | | $197.02 | | |

New in FY2024

| p | | | S&P 500 Property & Casualty Insurance Index | | | $100.00 | | | $106.96 | | | $127.58 | | | $151.65 | | | $168.05 | | | $227.67 | | |

Dropped from FY2023

| 10/1/2023-10/31/2023 | | | | | | 56,056 | | | | | | $ | 82.70 | | | | | — | | | | | | $ | 1,000,000 | |

Dropped from FY2023

| 11/1/2023-11/30/2023 | | | | | | 134,250 | | | | | | $ | 85.28 | | | | | — | | | | | | $ | 1,000,000 | |

Dropped from FY2023

| 12/1/2023-12/31/2023 | | | | | | 11,201 | | | | | | $ | 74.71 | | | | | — | | | | | | $ | 1,000,000 | |

Dropped from FY2023

| Total | | | | | | 201,507 | | | | | | $ | 83.97 | | | | | — | | | | | | $ | 1,000,000 | |

Dropped from FY2023

| l | | | Arch Capital Group Ltd. | | | $100.00 | | | $160.52 | | | $134.99 | | | $166.35 | | | $234.96 | | | $277.96 | | |

Dropped from FY2023

| n | | | S&P 500 Index | | | $100.00 | | | $131.49 | | | $155.68 | | | $200.37 | | | $164.08 | | | $207.21 | | |

Dropped from FY2023

| 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

Rewritten

| 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

Rewritten

| [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)] | | |

Rewritten

| [Consolidated Balance [removed: Sheets](#ib89e004b6a054ea2a766671057f9304f_148)] [added: Sheets](#i8f00ce33b17040b5b34e6d7060c3031e_151)] | | | | | | | | |

Rewritten

| [Consolidated Statements of [removed: Income](#ib89e004b6a054ea2a766671057f9304f_151)] [added: Income](#i8f00ce33b17040b5b34e6d7060c3031e_154)] | | | | | | | | |

Rewritten

| | | | 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)] | | |

Rewritten

| [Consolidated Statements of Comprehensive [removed: Income](#ib89e004b6a054ea2a766671057f9304f_154)] [added: Income](#i8f00ce33b17040b5b34e6d7060c3031e_157)] | | | | | | | | |

Rewritten

| | | | 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)] | | |

Rewritten

| [Consolidated Statements of Changes in Shareholders’ [removed: Equity](#ib89e004b6a054ea2a766671057f9304f_157)] [added: Equity](#i8f00ce33b17040b5b34e6d7060c3031e_160)] | | | | | | | | |

Rewritten

| | | | 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)] | | |

Rewritten

| [Consolidated Statements of Cash [removed: Flows](#ib89e004b6a054ea2a766671057f9304f_160)] [added: Flows](#i8f00ce33b17040b5b34e6d7060c3031e_163)] | | | | | | | | |

Rewritten

| | | | 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)] | | |

Rewritten

| | | | [Note 3 - Significant Accounting [removed: Policies](#ib89e004b6a054ea2a766671057f9304f_169)] [added: Policies](#i8f00ce33b17040b5b34e6d7060c3031e_172)] | | | [removed: [105](#ib89e004b6a054ea2a766671057f9304f_169)] [added: [108](#i8f00ce33b17040b5b34e6d7060c3031e_172)] | | |

Rewritten

| [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] | |

Rewritten

| | | | [Note 6 - Short Duration [removed: Contracts](#ib89e004b6a054ea2a766671057f9304f_178)] [added: Contracts](#i8f00ce33b17040b5b34e6d7060c3031e_181)] | | | [removed: [123](#ib89e004b6a054ea2a766671057f9304f_178)] [added: [124](#i8f00ce33b17040b5b34e6d7060c3031e_181)] | | |

Rewritten

| | | | [Note 7 - Allowance for Expected Credit [removed: Losses](#ib89e004b6a054ea2a766671057f9304f_181)] [added: Losses](#i8f00ce33b17040b5b34e6d7060c3031e_184)] | | | [removed: [136](#ib89e004b6a054ea2a766671057f9304f_181)] [added: [136](#i8f00ce33b17040b5b34e6d7060c3031e_184)] | | |

Rewritten

| | | | [Note 8 - [removed: Reinsurance](#ib89e004b6a054ea2a766671057f9304f_184)] [added: Reinsurance](#i8f00ce33b17040b5b34e6d7060c3031e_187)] | | | [removed: [137](#ib89e004b6a054ea2a766671057f9304f_184)] [added: [137](#i8f00ce33b17040b5b34e6d7060c3031e_187)] | | |

Rewritten

| | | | [Note 9 - Investment [removed: Information](#ib89e004b6a054ea2a766671057f9304f_187)] [added: Information](#i8f00ce33b17040b5b34e6d7060c3031e_190)] | | | [removed: [139](#ib89e004b6a054ea2a766671057f9304f_187)] [added: [139](#i8f00ce33b17040b5b34e6d7060c3031e_190)] | | |

Rewritten

| | | | [Note 10 - Fair [removed: Value](#ib89e004b6a054ea2a766671057f9304f_190)] [added: Value](#i8f00ce33b17040b5b34e6d7060c3031e_193)] | | | [removed: [144](#ib89e004b6a054ea2a766671057f9304f_190)] [added: [144](#i8f00ce33b17040b5b34e6d7060c3031e_193)] | | |

Rewritten

| | | | [Note 11 - Derivative [removed: Instruments](#ib89e004b6a054ea2a766671057f9304f_193)] [added: Instruments](#i8f00ce33b17040b5b34e6d7060c3031e_196)] | | | [removed: [150](#ib89e004b6a054ea2a766671057f9304f_193)] [added: [150](#i8f00ce33b17040b5b34e6d7060c3031e_196)] | | |

Rewritten

| [added: Other comprehensive income (loss)] | | | [removed: [Note 13 - Other Comprehensive Income (Loss)](#ib89e004b6a054ea2a766671057f9304f_199)] [added: $] | [added: (33)] | | [removed: [153](#ib89e004b6a054ea2a766671057f9304f_199)] | | | [added: $ | 11 | | | | | $ | (44) | |]

Rewritten

| | | | [Note 14 - Earnings Per Common [removed: Share](#ib89e004b6a054ea2a766671057f9304f_202)] [added: Share](#i8f00ce33b17040b5b34e6d7060c3031e_205)] | | | [removed: [155](#ib89e004b6a054ea2a766671057f9304f_202)] [added: [154](#i8f00ce33b17040b5b34e6d7060c3031e_205)] | | |

Rewritten

| | | | [Note 16 - Transactions with Related [removed: Parties](#ib89e004b6a054ea2a766671057f9304f_208)] [added: Parties](#i8f00ce33b17040b5b34e6d7060c3031e_211)] | | | [removed: [158](#ib89e004b6a054ea2a766671057f9304f_208)] [added: [157](#i8f00ce33b17040b5b34e6d7060c3031e_211)] | | |

Rewritten

| | | | [Note 18 - Commitments and [removed: Contingencies](#ib89e004b6a054ea2a766671057f9304f_217)] [added: Contingencies](#i8f00ce33b17040b5b34e6d7060c3031e_220)] | | | [removed: [159](#ib89e004b6a054ea2a766671057f9304f_217)] [added: [158](#i8f00ce33b17040b5b34e6d7060c3031e_220)] | | |

Rewritten

| | | | [Note 19 - Debt and Financing [removed: Arrangements](#ib89e004b6a054ea2a766671057f9304f_220)] [added: Arrangements](#i8f00ce33b17040b5b34e6d7060c3031e_223)] | | | [removed: [160](#ib89e004b6a054ea2a766671057f9304f_220)] [added: [159](#i8f00ce33b17040b5b34e6d7060c3031e_223)] | | |

Rewritten

| | | | [Note 20 - Goodwill and Intangible [removed: Assets](#ib89e004b6a054ea2a766671057f9304f_223)] [added: Assets](#i8f00ce33b17040b5b34e6d7060c3031e_226)] | | | [removed: [162](#ib89e004b6a054ea2a766671057f9304f_223)] [added: [161](#i8f00ce33b17040b5b34e6d7060c3031e_226)] | | |

Rewritten

| [added: Share based compensation] | | | [removed: [Note 22 - Share-Based Compensation](#ib89e004b6a054ea2a766671057f9304f_232)] [added: (11)] | | | [removed: [164](#ib89e004b6a054ea2a766671057f9304f_232)] | | | [added: (13) | | | | | | (9) | | |]

Rewritten

| ARCH CAPITAL | | | [removed: 96] [added: 99] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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").]

Rewritten

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).

Rewritten

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.

Rewritten

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.

Rewritten

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.]

Rewritten

| ARCH CAPITAL | | | [removed: 97] [added: 100] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

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.

Rewritten

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.]

Rewritten

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.

Rewritten

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.

Rewritten

| ARCH CAPITAL | | | [removed: 98] [added: 101] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

| ARCH CAPITAL | | | [removed: 99] [added: 102] | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

Rewritten

| 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] | |

New in FY2024

| | | | At December 31, 2024 and December 31, 2023 | | | [102](#i8f00ce33b17040b5b34e6d7060c3031e_151) | | |

New in FY2024

| | | | [Note 1 - General](#i8f00ce33b17040b5b34e6d7060c3031e_166) | | | [107](#i8f00ce33b17040b5b34e6d7060c3031e_166) | | |

New in FY2024

| | | | [Note 2 - Acquisitions](#i8f00ce33b17040b5b34e6d7060c3031e_169) | | | [107](#i8f00ce33b17040b5b34e6d7060c3031e_169) | | |

New in FY2024

| | | | [Note 4 - Segment Information](#i8f00ce33b17040b5b34e6d7060c3031e_175) | | | [117](#i8f00ce33b17040b5b34e6d7060c3031e_175) | | |

New in FY2024

| | | | [Note 5 - Reserve for Losses and Loss Adjustment Expenses](#i8f00ce33b17040b5b34e6d7060c3031e_178) | | | [122](#i8f00ce33b17040b5b34e6d7060c3031e_178) | | |

New in FY2024

| | | | [Note 12 - Variable interest entities](#i8f00ce33b17040b5b34e6d7060c3031e_199) | | | [151](#i8f00ce33b17040b5b34e6d7060c3031e_199) | | |

New in FY2024

| | | | [Note 15 - Income Taxes](#i8f00ce33b17040b5b34e6d7060c3031e_208) | | | [154](#i8f00ce33b17040b5b34e6d7060c3031e_208) | | |

New in FY2024

| | | | [Note 17 - Leases](#i8f00ce33b17040b5b34e6d7060c3031e_217) | | | [158](#i8f00ce33b17040b5b34e6d7060c3031e_217) | | |

New in FY2024

| | | | [Note 21 - Shareholders’ Equity](#i8f00ce33b17040b5b34e6d7060c3031e_229) | | | [162](#i8f00ce33b17040b5b34e6d7060c3031e_229) | | |

New in FY2024

| | | | [Note 23 - Retirement Plans](#i8f00ce33b17040b5b34e6d7060c3031e_238) | | | [166](#i8f00ce33b17040b5b34e6d7060c3031e_238) | | |

New in FY2024

| | | | [Note 24 - Legal Proceedings](#i8f00ce33b17040b5b34e6d7060c3031e_241) | | | [166](#i8f00ce33b17040b5b34e6d7060c3031e_241) | | |

New in FY2024

| | | | [Note 25 - Statutory Information](#i8f00ce33b17040b5b34e6d7060c3031e_244) | | | [166](#i8f00ce33b17040b5b34e6d7060c3031e_244) | | |

New in FY2024

| | | | [Note 26 - Subsequent Events](#i8f00ce33b17040b5b34e6d7060c3031e_253) | | | [170](#i8f00ce33b17040b5b34e6d7060c3031e_253) | | |

New in FY2024

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.

New in FY2024

We have also excluded MCE from our audit of internal control over financial reporting.

New in FY2024

MCE represents 1.6% of total assets and 3.5% of total revenues as of and for the year ended December 31, 2024.

New in FY2024

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.

New in FY2024

| Common share dividends | | | (1,881) | | | | | | — | | | | | | — | | |

New in FY2024

| Net income | | | $ | 4,312 | | | | | $ | 4,442 | | | | | $ | 1,482 | |

New in FY2024

| Acquisitions, net of cash | | | 852 | | | | | | — | | | | | | — | | |

New in FY2024

| Common dividends paid | | | (1,866) | | | | | | — | | | | | | — | | |

New in FY2024

Acquisition

New in FY2024

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”).

New in FY2024

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.

New in FY2024

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.

New in FY2024

The acquisition of the Business is an important part of the Company’s growth strategy, and provides a ballast to our existing insurance business.

New in FY2024

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.

New in FY2024

Aggregate cash consideration for the transaction was $450 million.

New in FY2024

Direct costs related to the acquisition are immaterial, and were expensed as incurred.

New in FY2024

These include one-time costs that are directly attributable to third party consulting fees and other professional and legal fees related to the acquisition.

New in FY2024

Such costs are included within ‘corporate expenses’ in the consolidated statement of income.

New in FY2024

The Business acquired is included within the Company’s insurance segment beginning from the acquisition date.

New in FY2024

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.

New in FY2024

The fair value of the assets and liabilities are preliminary and may change with offsetting adjustments to goodwill.

New in FY2024

The Company may make further adjustments to its purchase price allocation through the end of the permissible one-year measurement period.

New in FY2024

| | | | | | | Total | | | | | | Useful Life | | |

New in FY2024

| Purchase price | | | | | | | | | | | | | | |

New in FY2024

| | | | Cash paid (a) | | | $ | 450 | | | | | | | |

New in FY2024

| Assets Acquired | | | | | | | | | | | | | | |

New in FY2024

| | | | Cash and investments, at fair value | | | $ | 2,332 | | | | | | | |

Dropped from FY2023

| | | | | | | | | |

Dropped from FY2023

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

Dropped from FY2023

| | | | At December 31, 2023 and December 31, 2022 | | | [100](#ib89e004b6a054ea2a766671057f9304f_148) | | |

Dropped from FY2023

| | | | [Note 1 - General](#ib89e004b6a054ea2a766671057f9304f_163) | | | [105](#ib89e004b6a054ea2a766671057f9304f_163) | | |

Dropped from FY2023

| | | | [Note 2 - Acquisitions](#ib89e004b6a054ea2a766671057f9304f_166) | | | [105](#ib89e004b6a054ea2a766671057f9304f_166) | | |

Dropped from FY2023

| | | | [Note 4 - Segment Information](#ib89e004b6a054ea2a766671057f9304f_172) | | | [114](#ib89e004b6a054ea2a766671057f9304f_172) | | |

Dropped from FY2023

| | | | [Note 12 - VIE and Noncontrolling Interests](#ib89e004b6a054ea2a766671057f9304f_196) | | | [151](#ib89e004b6a054ea2a766671057f9304f_196) | | |

Dropped from FY2023

| | | | [Note 15 - Income Taxes](#ib89e004b6a054ea2a766671057f9304f_205) | | | [155](#ib89e004b6a054ea2a766671057f9304f_205) | | |

Dropped from FY2023

| | | | [Note 17 - Leases](#ib89e004b6a054ea2a766671057f9304f_214) | | | [159](#ib89e004b6a054ea2a766671057f9304f_214) | | |

Dropped from FY2023

| | | | [Note 21 - Shareholders’ Equity](#ib89e004b6a054ea2a766671057f9304f_226) | | | [163](#ib89e004b6a054ea2a766671057f9304f_226) | | |

Dropped from FY2023

| | | | [Note 23 - Retirement Plans](#ib89e004b6a054ea2a766671057f9304f_235) | | | [167](#ib89e004b6a054ea2a766671057f9304f_235) | | |

Dropped from FY2023

| | | | [Note 24 - Legal Proceedings](#ib89e004b6a054ea2a766671057f9304f_238) | | | [167](#ib89e004b6a054ea2a766671057f9304f_238) | | |

Dropped from FY2023

| | | | [Note 25 - Statutory Information](#ib89e004b6a054ea2a766671057f9304f_241) | | | [167](#ib89e004b6a054ea2a766671057f9304f_241) | | |

Dropped from FY2023

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

Dropped from FY2023

*Measurement of Deferred Tax Assets related to Certain Identifiable Intangible Assets in Bermuda Entities*

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

The most significant deferred tax assets recognized relates to identifiable intangible assets.

Dropped from FY2023

Management estimated the fair value of the identifiable intangible assets using discounted cash flow models.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

February 23, 2024

Dropped from FY2023

| | | | | | | | | | | | |

Dropped from FY2023

| | | | | | | | | | | | | | | | | | |

Dropped from FY2023

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Dropped from FY2023

| Loss on redemption of preferred shares | | | — | | | | | | — | | | | | | (15) | | |

Dropped from FY2023

| Preferred shares issued | | | — | | | | | | — | | | | | | 500 | | |

Dropped from FY2023

| Preferred shares redeemed | | | — | | | | | | — | | | | | | (450) | | |

Dropped from FY2023

| Issue costs on preferred shares issued | | | — | | | | | | — | | | | | | (14) | | |

Dropped from FY2023

| Reversal of issue costs on preferred shares redeemed | | | — | | | | | | — | | | | | | 15 | | |

Dropped from FY2023

| Purchase of operating affiliate | | | — | | | | | | — | | | | | | (754) | | |

Dropped from FY2023

| Impact of the deconsolidation of the variable interest entity | | | — | | | | | | — | | | | | | (349) | | |

Dropped from FY2023

| Redemption of preferred shares | | | — | | | | | | — | | | | | | (450) | | |

Dropped from FY2023

| Proceeds from common shares issued, net | | | (2) | | | | | | 6 | | | | | | 6 | | |

Dropped from FY2023

| Third party investment in redeemable noncontrolling interests | | | (22) | | | | | | — | | | | | | — | | |

Dropped from FY2023

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

Rewritten

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”).

Rewritten

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.

Rewritten

[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.

Rewritten

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]

Rewritten

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)*.

Rewritten

Based on our assessment, management determined that, as of December 31, [removed: 2023,] [added: 2024,] our internal control over financial reporting was effective.

Rewritten

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.

Rewritten

[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.

Rewritten

| ARCH CAPITAL | | | 171 | | | [removed: 2023] [added: 2024] FORM 10-K | | |

New in FY2024

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.

New in FY2024

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

New in FY2024

On August 1, 2024, we completed the MCE Acquisition, and we are currently integrating the MCE Acquisition into our internal control system.

New in FY2024

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.

New in FY2024

The MCE Acquisition represents 1.6% of total assets, and 3.5% of total revenues as of December 31, 2024.

Dropped from FY2023

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.

Dropped from FY2023

Our management does not expect that our disclosure controls or our internal controls will prevent all errors and all fraud.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

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.

Dropped from FY2023

Additionally, controls can be circumvented by the individual acts of some persons or by collusion of two or more people.

Dropped from FY2023

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

Dropped from FY2023

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.

Dropped from FY2023

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

Rewritten

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

Rewritten

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.]

New in FY2024

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.

New in FY2024

It is also the policy of the Company to comply with all applicable securities laws when transacting in its own securities.

New in FY2024

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

Rewritten

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.

Rewritten

| 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

Rewritten

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.

Rewritten

The following information is as of December 31, [removed: 2023:][added: 2024:]

Rewritten

| 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] | | | | | |

Rewritten

(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.

Rewritten

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.

Rewritten

(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.

Rewritten

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).

New in FY2024

| Total | | | 12.8 | | | | | | $ | 48.54 | | | | | 12.5 | | | (2) | | |

Dropped from FY2023

| 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

Rewritten

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

Rewritten

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.

Rewritten

| 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

Rewritten

| [II. Condensed Financial Information of [removed: Registrant](#ib89e004b6a054ea2a766671057f9304f_283)] [added: Registrant](#i8f00ce33b17040b5b34e6d7060c3031e_286)] | | | | | | | | |

Rewritten

| | | | 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)] | | |

Rewritten

| [III. Supplementary Insurance [removed: Information](#ib89e004b6a054ea2a766671057f9304f_286)] [added: Information](#i8f00ce33b17040b5b34e6d7060c3031e_289)] | | | | | | | | |

Rewritten

| | | | 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)] | | |

Rewritten

| | | | 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)] | | |

Rewritten

| [VI. Supplementary Information for Property and Casualty Insurance [removed: Underwriters](#ib89e004b6a054ea2a766671057f9304f_292)] [added: Underwriters](#i8f00ce33b17040b5b34e6d7060c3031e_295)] | | | | | | | | |

Rewritten

| | | | 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)] | | |

Rewritten

| ARCH CAPITAL | | | 174 | | | [removed: 2023] [added: 2024] FORM 10-K | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| 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] | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| 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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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] | | | | | | | | |

Rewritten

| [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] | | | | | | | | |

Rewritten

| [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] | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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] | | | | | | | | |

Rewritten

| [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 | | | | | | | | |

Rewritten

| [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] | | | | | | | | |

New in FY2024

| [IV. Reinsurance](#i8f00ce33b17040b5b34e6d7060c3031e_292) | | | | | | | | |

New in FY2024

| 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 | | | | | | | | |

New in FY2024

| 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 | | | | | | | | |

New in FY2024

| 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 | | | | | | | | |

New in FY2024

| 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 | | | | | | | | |

New in FY2024

| 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 | | |

New in FY2024

| 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 | | |

New in FY2024

| 19.1 | | | | | | [Policy Statement on Insider Trading and Confidential Information](https://www.sec.gov/Archives/edgar/data/947484/000094748425000017/ex191-insidertradingpolicy.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |

New in FY2024

| | | | By: | | | /s/ Nicolas Papadopoulo | | | | | |

New in FY2024

| | | | | | | Name: | | | Nicolas Papadopoulo | | |

New in FY2024

February 27, 2025

New in FY2024

| /s/ Nicolas Papadopoulo | | | | | | | | |

New in FY2024

| Daniel J. Houston | | | Director | | | February 27, 2025 | | |

New in FY2024

| Alexander Moczarski | | | Director | | | February 27, 2025 | | |

New in FY2024

| Neal Triplett | | | Director | | | February 27, 2025 | | |

New in FY2024

| * | | | | | | | | |

New in FY2024

| | | | 2024 | | | | | | 2023 | | | | | | | | | | | | | | | | | | | | |

New in FY2024

| Due to subsidiaries and affiliates | | | 11 | | | | | | — | | | | | | | | | | | | | | | | | | | | |

New in FY2024

| Net realized gains (losses) | | | (4) | | | | | | — | | | | | | — | | |

New in FY2024

| Acquisitions, net of cash | | | (450) | | | | | | — | | | | | | — | | |

New in FY2024

| Common dividends paid | | | (1,866) | | | | | | — | | | | | | — | | |

New in FY2024

| December 31, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

New in FY2024

| Insurance | | | $696 | | | $16,277 | | | $4,857 | | | $6,627 | | | NM | | | $4,070 | | | $1,217 | | | $995 | | | $6,874 | | |

New in FY2024

| Reinsurance | | | 981 | | | 12,567 | | | 4,891 | | | 7,242 | | | NM | | | 4,327 | | | 1,432 | | | 270 | | | 7,746 | | |

New in FY2024

| Mortgage | | | 57 | | | 525 | | | 470 | | | 1,231 | | | NM | | | (55) | | | 2 | | | 207 | | | 1,112 | | |

New in FY2024

| Total | | | $1,734 | | | $29,369 | | | $10,218 | | | $15,100 | | | NM | | | $8,342 | | | $2,651 | | | $1,472 | | | $15,732 | | |

New in FY2024

| Insurance | | | $ | 7,970 | | | | | $ | (2,179) | | | | | $ | 1,083 | | | | | $ | 6,874 | | | | | 15.8 | | % |

New in FY2024

| Reinsurance | | | 956 | | | | | | (3,366) | | | | | | 10,156 | | | | | | 7,746 | | | | | | 131.1 | | % |

New in FY2024

| Mortgage | | | 1,130 | | | | | | (239) | | | | | | 221 | | | | | | 1,112 | | | | | | 19.9 | | % |

New in FY2024

| Total | | | $ | 10,056 | | | | | $ | (5,779) | | | | | $ | 11,455 | | | | | $ | 15,732 | | | | | 72.8 | | % |

New in FY2024

| | | | | | | | | |

New in FY2024

| 2024 | | | $ | 1,734 | | $ | 29,369 | | $ | 68 | | $ | 10,218 | | $ | 15,100 | | $ | 1,495 | | $ | 8,849 | | $ | (507) | | $ | 2,651 | | $ | 5,073 | | $ | 15,732 | |

Dropped from FY2023

| [IV. Reinsurance](#ib89e004b6a054ea2a766671057f9304f_289) | | | | | | | | |

Dropped from FY2023

| 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 | | | | | | | | |

Dropped from FY2023

| 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 | | | | | | | | |

Dropped from FY2023

| 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 | | | | | | | | |

Dropped from FY2023

| 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 | | | | | | | | |

Dropped from FY2023

| 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 | | | | | | | | |

Dropped from FY2023

| 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 | | | | | | | | |

Dropped from FY2023

| 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 | | | | | | | | |

Dropped from FY2023

(1) Certain schedules and exhibits have been omitted pursuant to Item 601(b)(10) of Regulation S-K.

Dropped from FY2023

The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits to the SEC upon request.

Dropped from FY2023

| | | | By: | | | /s/ Marc Grandisson | | | | | |

Dropped from FY2023

| | | | | | | Name: | | | Marc Grandisson | | |

Dropped from FY2023

February 23, 2024

Dropped from FY2023

| /s/ Marc Grandisson | | | | | | | | |

Dropped from FY2023

| Eric W. Doppstadt | | | Director | | | February 23, 2024 | | |

Dropped from FY2023

| Louis J. Paglia | | | Director | | | February 23, 2024 | | |

Dropped from FY2023

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2023

| | | | | | | | | | | | | | | | | | |

Dropped from FY2023

| Loss on redemption of preferred shares | | | — | | | | | | — | | | | | | (15) | | |

Dropped from FY2023

| Capital contributed to subsidiaries | | | — | | | | | | — | | | | | | (487) | | |

Dropped from FY2023

| Purchase of fixed assets | | | — | | | | | | — | | | | | | (1) | | |

Dropped from FY2023

| Proceeds from issuance of preferred shares, net | | | — | | | | | | — | | | | | | 486 | | |

Dropped from FY2023

| Redemption of preferred shares | | | — | | | | | | — | | | | | | (450) | | |

Dropped from FY2023

| Other | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2023

| December 31, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2023

| Insurance | | | $378 | | | $9,811 | | | $2,938 | | | $3,625 | | | NM | | | $2,345 | | | $606 | | | $559 | | | $4,149 | | |

Dropped from FY2023

| Reinsurance | | | 424 | | | 6,879 | | | 2,263 | | | 2,841 | | | NM | | | 1,925 | | | 537 | | | 214 | | | 3,254 | | |

Dropped from FY2023

| Mortgage | | | 99 | | | 1,068 | | | 811 | | | 1,283 | | | NM | | | 57 | | | 97 | | | 193 | | | 1,261 | | |

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| Other | | | | | | | | | | | | 333 | | | NM | | | 258 | | | 63 | | | 33 | | | 353 | | |

Dropped from FY2023

| Total | | | $901 | | | $17,758 | | | $6,012 | | | $8,082 | | | NM | | | $4,585 | | | $1,303 | | | $999 | | | $9,017 | | |

Dropped from FY2023

See [note 4, “Segment Information,”](#ib89e004b6a054ea2a766671057f9304f_172) to our consolidated financial statements in Item 8 for information related to the corporate segment.

Dropped from FY2023

| Insurance | | | $ | 5,834 | | | | | $ | (1,719) | | | | | $ | 34 | | | | | $ | 4,149 | | | | | 0.8 | | % |

Dropped from FY2023

| Reinsurance | | | 409 | | | | | | (1,840) | | | | | | 4,685 | | | | | | 3,254 | | | | | | 144.0 | | % |

Dropped from FY2023

| Mortgage | | | 1,213 | | | | | | (247) | | | | | | 294 | | | | | | 1,261 | | | | | | 23.3 | | % |

Dropped from FY2023

| Other | | | 251 | | | | | | (105) | | | | | | 206 | | | | | | 353 | | | | | | 58.4 | | % |

Dropped from FY2023

| Total | | | $ | 7,707 | | | | | $ | (3,735) | | | | | $ | 5,045 | | | | | $ | 9,017 | | | | | 55.9 | | % |

Dropped from FY2023

| 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

Rewritten

| ARCH CAPITAL | | | 185 | | | [removed: 2023] [added: 2024] FORM 10-K | | |