Bermuda | 001-32141 | 98-0429991 | ||||||
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
Title of each class: | Trading Symbol(s) | Name of exchange on which registered | |||||||||
Common Shares | $0.01 par value per share | AGO | New York Stock Exchange | ||||||||
Assured Guaranty US Holdings Inc. 6.125% Senior Notes due 2028 (and the related guarantee of Registrant) | AGO/28 | New York Stock Exchange | |||||||||
Assured Guaranty US Holdings Inc. 3.150% Senior Notes due 2031 (and the related guarantee of Registrant) | AGO/31 | New York Stock Exchange | |||||||||
Assured Guaranty US Holdings Inc. 3.600% Senior Notes due 2051 (and the related guarantee of Registrant) | AGO/51 | New York Stock Exchange |
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | ||||
(d) |
On February 19, 2024, the Board of Directors of Assured Guaranty Ltd. (AGL) increased the size of AGL’s Board from 11 to 12 members and appointed Mark C. Batten as a director of AGL, to hold office until the 2024 annual general meeting of shareholders of AGL. Mr. Batten was appointed to each of the Audit Committee, the Finance Committee and the Risk Oversight Committee of the Board of Directors.
For the term ending at the 2024 annual general meeting of shareholders of AGL Mr. Batten will receive one half of the annual director retainer and committee fees payable to AGL’s independent directors, consisting of cash and stock (valued based on the average closing price on the New York Stock Exchange of a common share of AGL over the 40 consecutive trading days ending on February 21, 2024, the date of grant). The compensation payable to AGL’s independent directors is further described in the “Director Compensation Summary” filed as Exhibit 10.7 to AGL’s Quarterly Report on Form 10-Q for the Quarterly Period Ended March 31, 2023. Mr. Batten has also entered into an indemnification agreement with AGL in the form of the officer and director indemnification agreement filed as Exhibit 10.8 to AGL’s Quarterly Report on form 10-Q for the Quarterly Period Ended March 31, 2022.
There are no transactions in which Mr. Batten has an interest requiring disclosure under Item 404(a) of Regulation S-K, except that Mr. Batten serves as a non-executive director of AGL's U.K. insurance subsidiary, Assured Guaranty UK Limited, for which he received annual director fees of £126,250 for the year ended December 31, 2023 (which was approximately $160,729 as of December 31, 2023).
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Item 9.01 | Financial Statements and Exhibits. (d) Exhibits |
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Exhibit Number |
Description |
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99.1 |
Assured Guaranty Ltd. | ||||||||
By: |
/s/ LING CHOW |
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Name: Ling Chow Title: General Counsel |