SEC Form 4 · accession 0001209191-18-049388
ASSURED GUARANTY LTD · AGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dominic Frederico
Officer — President/CEO/Deputy Chairman · Director
Period of report
Aug 30, 2018
Accepted (ET)
Sep 4, 2018 · 7:52 pm EDT
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 | Jun 26, 2018 | G | 5,560 | $0.00 | D | 1,180,680 | D | |
| Common Shares | Jun 26, 2018 | G | 5,560 | $0.00 | D | 1,175,120 | D | |
| Common Shares | Jun 26, 2018 | G | 700 | $0.00 | D | 1,174,420 | D | |
| Common Shares | Jun 26, 2018 | G | 560 | $0.00 | D | 1,173,860 | D | |
| Common Shares | Jun 27, 2018 | G | 280 | $0.00 | D | 1,173,580 | D | |
| Common Shares | Jun 27, 2018 | G | 2,100 | $0.00 | D | 1,171,480 | D | |
| Common SharesF1 | Aug 30, 2018 | M | 57,829 | $7.44 | A | 1,229,957 | D | |
| Common SharesF2 | Aug 30, 2018 | S | 57,829 | $41.08 | D | 1,172,128 | D | |
| Common Shares | Aug 31, 2018 | M | 42,171 | $7.44 | A | 1,214,299 | D | |
| Common SharesF3 | Aug 31, 2018 | M | 76,123 | $17.44 | A | 1,290,422 | D | |
| Common SharesF4 | Aug 31, 2018 | S | 118,294 | $40.73 | D | 1,172,128 | D | |
| Common SharesF3 | Sep 4, 2018 | M | 35,932 | $17.44 | A | 1,208,060 | D | |
| Common SharesF5 | Sep 4, 2018 | S | 35,932 | $40.70 | D | 1,172,128 | D | |
| Common Shares | holding | — | — | — | 9,400 | I | By Wife | |
| Common Shares | holding | — | — | — | 200 | I | By Daughter | |
| Common Shares | holding | — | — | — | 345,000 | I | By Family Limited Partnersip |
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 SharesF7,F6 | $7.44 | Aug 30, 2018 | M | 57,829 | D | — | Feb 5, 2019 | Common Shares | 57,829 | 42,171 | D |
| Options to Acquire Common SharesF7,F6 | $7.44 | Aug 31, 2018 | M | 42,171 | D | — | Feb 5, 2019 | Common Shares | 42,171 | 0 | D |
| Options to Acquire Common SharesF3,F7 | $17.44 | Aug 31, 2018 | M | 76,123 | D | Feb 9, 2015 | Feb 9, 2019 | Common Shares | 76,123 | 35,932 | D |
| Options to Acquire Common SharesF3,F7 | $17.44 | Sep 4, 2018 | M | 35,932 | D | Feb 9, 2015 | Feb 9, 2019 | Common Shares | 35,932 | 0 | D |
Explanation of responses
- F1Total includes 648 shares purchased on 06/30/2018 pursuant to the Assured Guaranty Ltd. Employee Stock Purchase Plan which meets the requirements of Rule 16b-3.
- F2The Common Shares sold by the Reporting Person and reported herein were sold at a range of between $40.84 and $41.33 per share. The sale price reported above represents the weighted average sale price for the reported transaction and has been rounded to the nearest cent.
- F3Reflects the amount of options that vested in accordance with the performance measures described in the Form 4 reporting the grant.
- F4The Common Shares sold by the Reporting Person and reported herein were sold at a range of between $40.00 and $41.00 per share. The sale price reported above represents the weighted average sale price for the reported transaction and has been rounded to the nearest cent.
- F5The Common Shares sold by the Reporting Person and reported herein were sold at a range of between $40.50 and $41.07 per share. The sale price reported above represents the weighted average sale price for the reported transaction and has been rounded to the nearest cent.
- F6Options vested as follows: 1/3 on 02/05/2010, 1/3 on 02/05/2011 and 1/3 on 02/05/2012.
- F7All options of this tranche have been exercised. The total number of options from other tranches with different exercise prices, vesting terms and expiration dates is 100,000 (after taking into account the options exercised as reported on this Form 4). The total number of performance share units from tranches with different performance measures, performance periods and vesting dates is 254,472.