SEC Form 4 · accession 0001181431-15-002302
ASSURED GUARANTY LTD · AGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James M Michener
Officer — General Counsel and Secretary
Period of report
Feb 9, 2015
Accepted (ET)
Feb 11, 2015 · 4:57 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001273813
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Feb 9, 2015 | F | 4,773 | $25.22 | D | 272,401 | D | |
| Common SharesF2 | Feb 9, 2015 | D | 0 | $25.22 | D | 272,401 | D | |
| Common SharesF3 | Feb 9, 2015 | M | 10,947 | $0.00 | A | 283,348 | D | |
| Common StockF1 | Feb 9, 2015 | F | 3,314 | $25.22 | D | 280,034 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF3,F4 | — | Feb 9, 2015 | M | 9,032 | D | — | — | Common Stock | 9,032 | 39,613 | D |
Explanation of responses
- F1Common Shares being withheld to pay tax liability.
- F2Represents cash settlement of a fraction of a restricted stock unit granted pursuant to the Assured Guaranty Ltd. 2004 Long-Term Incentive Plan which meets the requirements of Rule 16b-3.
- F3Performance share units awarded pursuant to the Assured Guaranty 2004 Long-Term Incentive Plan. Using the highest 40-day average stock price during the performance period (1/1/12 to 12/31/2014), 121.20% of the performance share units granted became vested. The number of Common Shares delivered equals the number of performance share units granted multiplied by 121.20%.
- F4Total includes performance share units from other tranches with different performance measures, performance periods and vesting dates, but does not include 216,962 outstanding options.