SEC Form 4 · accession 0001209191-17-018302
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
Mar 2, 2017
Accepted (ET)
Mar 6, 2017 · 4:23 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 Shares | Mar 2, 2017 | M | 30,000 | $23.27 | A | 343,613 | D | |
| Common SharesF1 | Mar 2, 2017 | F | 22,838 | $41.16 | D | 320,775 | D | |
| Common Shares | Mar 2, 2017 | M | 40,000 | $19.79 | A | 360,775 | D | |
| Common SharesF1 | Mar 2, 2017 | F | 28,597 | $41.16 | D | 332,178 | D | |
| Common SharesF2 | Mar 2, 2017 | M | 8,964 | $17.44 | A | 341,142 | D | |
| Common SharesF1 | Mar 2, 2017 | F | 6,133 | $41.16 | D | 335,009 | D | |
| Common SharesF2 | Mar 2, 2017 | M | 10,398 | $19.24 | A | 345,407 | D | |
| Common SharesF1 | Mar 2, 2017 | F | 7,362 | $41.16 | D | 338,045 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options to Acquire Common SharesF4,F3 | $23.27 | Mar 2, 2017 | M | 30,000 | D | — | Feb 14, 2018 | Common Shares | 30,000 | 0 | D |
| Options to Acquire Common SharesF4,F5 | $19.79 | Mar 2, 2017 | M | 40,000 | D | — | Feb 24, 2020 | Common Shares | 40,000 | 0 | D |
| Options to Acquire Common SharesF2,F4 | $17.44 | Mar 2, 2017 | M | 8,964 | D | Feb 9, 2015 | Feb 9, 2019 | Common Shares | 8,964 | 0 | D |
| Options to Acquire Common SharesF2,F4 | $19.24 | Mar 2, 2017 | M | 10,398 | D | Feb 7, 2016 | Feb 7, 2020 | Common Shares | 10,398 | 0 | D |
Explanation of responses
- F1Represents the payment of the exercise price and withholding taxes of an employee stock option through the attestation of previously owned shares. The price is equal to the fair market value of the Common Shares on the date of exercise and is used to determine the value of the shares delivered to the Company by attestation of previously owned shares in payment of the exercise price and withholding taxes.
- F2Reflects the amount of options that vested in accordance with the performance measures described in the Form 4 reporting the grant.
- F3Options vested as follows: 1/3 on February 14, 2009, 1/3 on February 14, 2010 and 1/3 on February 14, 2011.
- F4All options of this tranche have been exercised. The Reporting Person no longer holds any options of any tranche (after taking into account options exercised on 3/2/2017). The total number of performance share units from tranches with different performance measures, performance periods and vesting dates is 50,779.
- F5Options vested as follows: 1/3 on February 24, 2011, 1/3 on February 24, 2012 and 1/3 on February 24, 2013.