1 unchanged sentence
Issuer’s Purchases of Equity Securities
−Removed: The following table reflects purchases of AGL common shares made by the Company during second quarter 2023.
+Added: The following table reflects purchases of AGL common shares made by the Company during third quarter 2023.
Purchased Average
5 unchanged sentences
Under the Program (2)
−Removed: April 1 - April 30 — $ — — $ 201,040,120
−Removed: May 1 - May 31 177,741 $ 52.27 168,000 $ 192,263,706
−Removed: June 1 - June 30 285,942 $ 53.57 285,942 $ 176,946,450
+Added: July 1 - July 31 257,066 $ 57.64 257,066 $ 162,128,831
+Added: August 1 - August 31 264,107 $ 59.73 261,580 $ 146,509,723
+Added: September 1 - September 30 547,256 $ 60.61 547,256 $ 113,343,260
Total 1,068,429 $ 59.67 1,065,902
____________________
−Removed: (1) After giving effect to repurchases since the Board first authorized the repurchase program on January 18, 2013, through August 8, 2023, the Company has repurchased a total of 142 million common shares for approximately $4.7 billion, excluding commissions, at an average price of $33.21 per share.
−Removed: As of August 8, 2023, the remaining authorization the Company was authorized to purchase was $158 million of its common shares, on a settlement basis.
+Added: (1) After giving effect to repurchases since the Board first authorized the repurchase program on January 18, 2013, through November 7, 2023, the Company has repurchased a total of 143 million common shares for approximately $4.8 billion, excluding commissions, at an average price of $33.49 per share.
+Added: On November 1, 2023, the Company announced that the Board of Directors had authorized an additional $300 million of share repurchases.
+Added: As of November 7, 2023, the remaining authorization the Company was authorized to purchase was $372 million of its common shares, on a settlement basis.
The repurchase program has no expiration date and the Board has previously increased the authorization periodically.
2 unchanged sentences
10b5-1 Trading Plans
−Removed: During second quarter 2023, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted , terminated or modified 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).
+Added: During third quarter 2023, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted , terminated or modified 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).
The following exhibits are filed with this report:
Number Description of Document
−Removed: 2.1 Transaction agreement, dated April 5, 2023, between Assured Guaranty US Holdings Inc., Assured Investment Management LLC, Assured Investment Management GP Holdings LLC, Sound Point Capital Management, L.P.
−Removed: and Sound Point GP Parent, LLC (Incorporated by reference to Exhibit 2.1 to Form 8-K filed on April 5, 2023)
−Removed: 22.0 Subsidiary Companies and Issuers of Guaranteed Securities (Incorporated by reference to Exhibit 22.0 to Form 10-K for the year ended December 31, 2021)
+Added: 4.1 Form of Officer’s Certificate related to 6.125% Senior Notes due 2028, containing Form of 6.125% Senior Notes due 2028 as Exhibit A (Incorporated by reference to Exhibit 4.1 to Form 8-K filed on August 21, 2023 )
+Added: 10.1 Separation Agreement, dated as of July 7, 2023, between the Company and David A.
+Added: 22.0 Subsidiary Companies and Issuers of Guaranteed Securities
31.1 Certification of CEO Pursuant to Exchange Act Rules 13A-14 and 15D-14, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
4 unchanged sentences
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes- Oxley Act of 2002
−Removed: 101.1 The following financial information from Assured Guaranty Ltd.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 formatted in Inline XBRL:
−Removed: (i) Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022;
−Removed: (ii) Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022;
−Removed: (iii) Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2023 and 2022;
−Removed: (iv) Condensed Consolidated Statements of Shareholders’ Equity for the three and six months ended June 30, 2023 and 2022;
−Removed: (v) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022;
+Added: 101.1 The following financial information from Assured Guaranty Ltd.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 formatted in Inline XBRL:
+Added: (i) Condensed Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022;
+Added: (ii) Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2023 and 2022;
+Added: (iii) Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2023 and 2022;
+Added: (iv) Condensed Consolidated Statements of Shareholders’ Equity for the three and nine months ended September 30, 2023 and 2022;
+Added: (v) Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022;
and (vi) Notes to Condensed Consolidated Financial Statements.
−Removed: 104.1 The Cover Page Interactive Data File from Assured Guaranty Ltd.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 formatted, in Inline XBRL (the cover page XBRL tags are embedded in the Inline XBRL document and included in Exhibit 101).
+Added: 104.1 The Cover Page Interactive Data File from Assured Guaranty Ltd.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 formatted, in Inline XBRL (the cover page XBRL tags are embedded in the Inline XBRL document and included in Exhibit 101).
+Added: * Management contract or compensatory plan
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
ASSURED GUARANTY LTD.
−Removed: Dated August 9, 2023 By:
+Added: Dated November 8, 2023 By:
/s/ ROBERT A.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.