What changed in this filing

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Item 1. Business

2026-02-27 compared with 2025-02-28 · 290 added, 250 removed, 1056 unchanged (34% of the section changed)

Assured Guaranty Ltd.

(AGL and, together with its subsidiaries, Assured Guaranty or the Company) is a Bermuda-based holding company that provides, through its wholly-owned operating subsidiaries, credit protection products to the United States (U.S.) and non-U.S.

public finance (including infrastructure) and structured finance markets.

Assured Guaranty also participates in the asset management business.

Through its insurance subsidiaries, the Company applies its credit underwriting judgment, risk management skills and capital markets experience primarily to offer financial guaranty insurance that protects holders of debt instruments and other monetary obligations from defaults in scheduled payments.

If an obligor defaults on a scheduled payment due on an obligation, including a scheduled principal or interest payment (collectively, debt service), the Company is required under its unconditional and irrevocable financial guaranty to pay the amount of the shortfall to the holder of the obligation.

The Company markets

its financial guaranty insurance directly to issuers and underwriters of public finance and structured finance securities as well as to investors in such obligations.

Through its financial guaranty insurance subsidiaries, the Company applies its credit underwriting judgment, risk management skills and capital markets experience primarily to offer financial guaranty insurance, including nonpayment insurance, that protects holders of debt instruments and other monetary obligations from defaults in scheduled payments.

If an obligor defaults on a scheduled payment due on an obligation, such as scheduled principal or interest payment (collectively, debt service), the Company is required under its unconditional and irrevocable financial guaranty to pay the shortfall of the scheduled amount to the holder of the obligation, but generally cannot be required by the holder to pay on an accelerated basis.

The Company markets its financial guaranty insurance directly to issuers and underwriters of public finance and structured finance securities as well as to investors in such obligations.

The Company guarantees obligations issued principally in the U.S.

and the United Kingdom (U.K.), and also guarantees obligations issued in other countries and regions, including Western Europe.

and the United Kingdom (U.K.), and also guarantees obligations issued in other countries and regions, including Western Europe and Australia.

The Company also provides specialty insurance and reinsurance on transactions with risk profiles similar to those of its structured finance exposures written in financial guaranty form.

The Company participates in the asset management business through its ownership interest in Sound Point Capital Management, LP (Sound Point, LP) and certain of its investment management affiliates (together with Sound Point, LP, Sound Point), as described in greater detail under Item 1.

Business — Asset Management — Strategic Transactions.

Business — Asset Management.

On January 21, 2026, the Company purchased all of the outstanding share capital in Warwick Company (UK) Limited (which is the 100% indirect owner of Assured Life Reinsurance Ltd.

(Assured Life Re, f/k/a Warwick Re Limited), for a purchase price of $158 million, subject to certain post-closing adjustments (Assured Life Re Acquisition).

Assured Life Re is a Class E long-term (life) reinsurance company incorporated and registered in Bermuda and is rated BBB (Outlook Positive) (1/28/26) by Fitch Ratings, Inc.

Assured Life Re focuses on annuity reinsurance including U.K.

bulk purchase annuity (pension risk transfers) and U.S.

multi-year guaranteed annuity transactions.

The Assured Life Re Acquisition represents the Company's first platform dedicated solely to the life and annuity reinsurance business, further diversifying the risk profile and revenue opportunities of the Company.

Risk Factors — Strategic Risks, captioned “The Assured Life Re Acquisition may negatively impact the Company, including how it is perceived by its investors, regulators, rating agencies or obligors it insures, as well as Assured Life Re’s business relationships,” “Entering the life and annuity reinsurance business may present integration risks and other risks specific to the life and annuity reinsurance business that could have a negative effect on the Company's business, results of operations or financial condition,” “Strategic transactions may not result in the benefits anticipated” and “The Company makes assumptions when pricing its life and annuity reinsurance products relating to longevity, mortality, policy lapses, withdrawals, surrenders, investment returns and expenses, and significant deviations in experience could negatively affect the Company’s financial condition and results of operations.”

The Company continually evaluates its key business strategies, which fall into four areas:

(i) insurance;

(ii) asset management, (iii) alternative investments;

(i) growth of its insurance and asset management businesses;

(ii) loss mitigation, (iii) enhancement of investment returns through alternative investments;

and (iv) capital management.

The Company seeks to grow the insurance business through new business production in established sectors and jurisdictions and by entering into new markets and classes of business, and also through acquisitions of financial guaranty insurance companies that currently are in runoff and no longer actively writing new business (legacy financial guarantors) or reinsurance of their portfolios.

The Company also furthers its insurance strategy by mitigating losses in its insured portfolio.

The Company’s ownership interest in Sound Point advances its strategy of participating in a fee-based earnings stream independent of the risk-based premiums generated by its financial guaranty business.

The Company also expects its relationship with Sound Point to enhance its alternative investment opportunities.

Finally, the Company pursues strategies to manage capital within the Assured Guaranty group more efficiently.

Insurance Business - Financial Guaranty

Financial guaranty insurance generally provides an unconditional and irrevocable guaranty that protects the holder of a debt instrument or other monetary obligation against non-payment of scheduled principal and interest payments when due.

The Company seeks to grow its core financial guaranty insurance business through new business production in established sectors and jurisdictions and by entering into new markets, lines and classes of business, and also through acquisitions of financial guarantors that are no longer actively writing new business (legacy financial guarantors) or their insured portfolios through reinsurance or novations.

In addition, the Company seeks to leverage its core credit competencies by expanding its business into revenue streams independent of its financial guaranty insurance business, such as annuity reinsurance through its life and annuity reinsurance platform and its asset management business, with the objective of diversifying net income growth and generating high-return business opportunities.

The Company also employs a number of strategies in an effort to mitigate losses in its insured portfolio.

The Company seeks to optimize its investment returns and expects its relationship with Sound Point to enhance alternative investment opportunities for its insurance subsidiaries.

Finally, the Company pursues strategies to efficiently allocate and utilize capital within the Assured Guaranty group.

Insurance Business

Financial Guaranty

Upon an obligor’s default on scheduled payments due on the debt obligation, whether due to its insolvency or otherwise, the Company is generally required under the financial guaranty contract to pay the investor the principal and interest shortfalls when due.

Financial guaranty insurance may be issued to all of the investors of the guaranteed series or tranche of a municipal bond or structured finance security at the time of issuance of those obligations or it may be issued to specific individual holders of such obligations who purchase the Company’s credit protection either in the secondary market or on a bilateral basis in the primary market when an obligation is not normally traded.

Financial guaranty insurance may be issued to all of the investors of the guaranteed series or tranche of a municipal bond or structured finance loan or other debt obligation at the time of issuance or it may be issued to specific individual holders of such obligations who purchase the Company’s credit protection either in the secondary market or on a bilateral basis where the borrower has purchased the financial guaranty to benefit its own obligations.

Both issuers of, and investors in, financial instruments may benefit from financial guaranty insurance.

Issuers benefit when they purchase financial guaranty insurance for their new issue debt transaction because the insurance may have the effect of lowering an issuer’s interest cost over the life of the debt transaction to the extent that the insurance premium charged by the Company is less than the net present value of the difference between the yield on the obligation insured by Assured Guaranty (which carries the credit rating of the specific subsidiary that guarantees the debt obligation) and the yield on the debt obligation if sold on the basis of its uninsured credit rating.

The principal benefit to investors is that the Company's guaranty provides increased certainty that scheduled payments will be received when due.

A financial guaranty may also improve the marketability and liquidity of obligations, especially obligations with complex structures or backed by asset classes new to the

The principal benefit to investors is that the Company's financial guaranty provides increased certainty that scheduled payments will be received when due.

The Company’s financial guaranty of bank loans may also provide policyholders with reduced regulatory capital requirements or relief from internally managed credit limits.

Additionally, financial guaranty insurance may improve the marketability and liquidity of obligations, especially obligations with complex structures or backed by asset classes new to the market.

In general, and especially in such instances, investors may be able to sell insured bonds more quickly and at a better price than the comparable uninsured debt.

As an alternative to traditional financial guaranty insurance, the Company also may provide credit protection relating to a particular security or obligor through a credit derivative contract, such as a credit default swap (CDS).

Under the terms of a CDS, the seller of credit protection agrees to make a specified payment to the buyer of credit protection if one or more specified credit events occurs with respect to a reference obligation or entity.

In general, the Company, as the seller of credit protection, specified as credit events in its CDS failure to pay interest and principal on the reference obligation, but the Company’s rights and remedies under a CDS may be different and more limited than under financial guaranty insurance.

As an alternative to traditional financial guaranty insurance, the Company also may provide credit protection relating to a particular debt obligation or obligor through a credit derivative contract, such as a credit default swap (CDS).

Under the terms of a CDS, the provider of credit protection agrees to make a specified payment to the buyer of credit protection if one or more specified credit events occurs with respect to a reference obligation or entity.

In general, the Company’s CDS provide that failure to pay debt service on the reference obligation is a credit event, but the Company’s rights and remedies under a CDS may be different and more limited than under financial guaranty insurance.

The Company also offers credit protection through reinsurance, and in the past has provided reinsurance to other financial guaranty insurers with respect to their financial guaranties of public finance, infrastructure and structured finance obligations.

The Company believes that the opportunities currently available to it in the reinsurance market primarily consist of potentially assuming portfolios of transactions from legacy financial guarantors.

The Company believes that the financial guaranty opportunities currently available to it in the reinsurance market primarily consist of potentially assuming portfolios of transactions from legacy financial guarantors.

Public Finance Obligations The Company insures and reinsures a number of different types of U.S.

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Transportation Bonds include a wide variety of revenue-supported obligations, such as bonds for airports, ports, tunnels, municipal parking facilities, toll roads and toll bridges.

Healthcare Bonds are obligations of healthcare facilities, including community based hospitals and systems, as well as of health maintenance organizations and long-term care facilities.

Infrastructure Bonds include obligations issued by a variety of entities engaged in the financing of infrastructure projects, such as roads, airports, ports, social infrastructure and other physical assets delivering essential services supported by long-term concession arrangements with a public sector entity.

Healthcare Bonds are obligations of healthcare facilities, including community-based hospitals and systems, and hospital districts.

Infrastructure Bonds include obligations issued by a variety of entities engaged in the financing of infrastructure projects, such as roads, airports, ports, military housing, social infrastructure, student accommodation and other physical assets delivering essential services supported by long-term concession arrangements with a public sector entity.

Higher Education Bonds are obligations secured by revenue collected by either public or private secondary schools, colleges and universities.

Such revenue can encompass all of an institution’s revenue, including tuition and fees, or in other cases, can be specifically restricted to certain auxiliary sources of revenue or revenue relating to student accommodation.

Housing Revenue Bonds are obligations relating to both single and multi-family housing, issued by states and localities, supported by cash flow and, in some cases, insurance from entities such as the Federal Housing Administration.

Investor-Owned Utility Bonds are obligations primarily issued by investor-owned utilities, and include first mortgage bond obligations of for-profit electric or water utilities providing retail, industrial and commercial service, as well as sale-leaseback obligation bonds supported by such entities.

Renewable Energy Bonds are obligations backed by revenue from renewable energy sources.

Other Public Finance Bonds include other debt issued, guaranteed or otherwise supported by U.S.

national or local governmental authorities, as well as student loans, revenue bonds, and obligations of some not-for-profit organizations.

national or local governmental authorities, as well as student loans, revenue bonds, housing revenue bonds, and obligations of some not-for-profit organizations.

A portion of the Company’s exposure to tax-backed bonds, municipal utility bonds and transportation bonds constitutes “special revenue” bonds under the United States Bankruptcy Code (Bankruptcy Code).

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Infrastructure Finance Obligations are obligations issued by a variety of entities engaged in the financing of non-U.S.

infrastructure projects, such as roads, airports, ports, social infrastructure, student accommodations, stadiums, and other physical assets delivering essential services supported either by long-term concession arrangements or a regulatory regime.

infrastructure projects, such as roads, airports, ports, social infrastructure, student accommodation, stadiums, and other physical assets delivering essential services supported either by long-term concession arrangements or a regulatory regime.

The majority of the Company’s non-U.S.

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Credit support for the exposures written by the Company may come from a variety of sources, including some combination of subordinated tranches, excess spread, over-collateralization or cash reserves.

Additional support also may be provided by transaction provisions intended to benefit noteholders or credit enhancers.

Additional support also may be

provided by transaction provisions intended to benefit debt holders, investors and lenders.

The types of U.S.

structured finance obligations the Company insures and reinsures include the following:

Insurance Securitizations are transactions, including life insurance transactions, where obligations are secured by the future earnings from pools of various types of insurance/reinsurance policies and income produced by invested assets.

Insurance Reserve Financings and Securitizations are transactions, including life insurance transactions, where obligations are secured by the future earnings from pools of various types of insurance/reinsurance policies and income produced by invested assets.

Residential Mortgage-Backed Securities (RMBS) are obligations backed by first and second lien mortgage loans on residential properties.

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The Company has not provided insurance for RMBS in the primary market since 2008.

Subscription Finance Facilities are lending facilities provided to closed-end private market funds, most frequently private-equity funds.

The facilities are secured by the uncalled capital commitments of the limited partners (LP) to the fund.

Fund Finance Facilities are primarily subscription finance which are credit facilities provided to closed-end private market funds, most frequently private-equity funds.

The facilities are secured by the uncalled capital commitments of the limited partners (LPs) to the fund.

The Company may guarantee new or existing facilities and on a single facility or portfolio basis.

Assured Guaranty’s exposures are generally to facilities with characteristics that include a high-quality fund sponsor with

strong historical performance, a diverse LP base composed primarily of institutional LPs and experienced bank lenders.

Assured Guaranty’s exposures are generally to facilities with characteristics that include a high-quality fund sponsor with strong historical performance, a diverse LP base composed primarily of institutional LPs and experienced bank lenders.

Pooled Corporate Obligations are securities primarily backed by various types of corporate debt obligations, such as secured or unsecured bonds, bank loans or loan participations and trust preferred securities.

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The Company’s financial guaranty exposures generally are to the more senior tranches of these issues.

Financial Products Business is the guarantee of certain business written by financial products companies owned by Dexia SA, which comprised guaranteed investment contracts (GICs), medium term notes (MTNs) and equity payment undertaking agreements associated with leveraged lease business.

Financial Products is the guarantee of certain business written by financial products companies owned by Dexia SA, which comprised guaranteed investment contracts, medium term notes and equity payment undertaking agreements associated with leveraged lease business.

This business is being run off with the final maturity due in 2031.

Assured Guaranty is indemnified by Dexia SA and certain of its affiliates against loss from the former financial products business.

Consumer Receivables Securities are obligations backed by non-mortgage consumer receivables, such as student loans, automobile loans and leases, manufactured home loans and other consumer receivables.

Assured Guaranty is indemnified by Dexia SA and certain of its affiliates against loss from the financial products business.

Other Structured Finance Obligations are obligations backed by assets not generally described in any of the other U.S.

Structured Finance Obligations categories above.

Insurance Business - Specialty

Specialty Business

The Company also guarantees specialty business with similar risk profiles to its structured finance exposures written in financial guaranty form.

Specialty business includes, for example, diversified real estate, insurance securitizations, pooled corporate obligations and aircraft residual value insurance (RVI) transactions.

Specialty business includes, for example, diversified real estate, insurance reserve financings and securitizations, pooled corporate obligations and aircraft residual value insurance transactions.

Exposure Limits, Underwriting Process, and Credit Policy

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In certain cases, however, the Company’s ultimate exposure may exceed its underwriting guidelines (caused by, for example, bond accretion exceeding the risk limitation, acquisitions, reassumptions or other strategic exceptions).

Risk Factors, Risks Related to Economic, Market and Political Conditions and Natural Phenomena captioned “The Company may be subjected to significant risks from large individual or correlated insurance exposures.”

Risk Factors — Risks Related to Economic, Market and Political Conditions and Natural Phenomena captioned “The Company may be subjected to significant risks from large individual or correlated financial guaranty insurance exposures.”

Underwriting Process

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Such risks may include rising sea levels, hurricanes, wildfires and earthquakes.

The Company also assesses resilience measures undertaken by the obligor and the potential availability (or lack thereof) of state and/or federal aid in the event of a natural disaster.

In cases of not-for-profit institutions, such as healthcare issuers and private higher education issuers, the Company focuses on the financial stability of the institution, its competitive position and its management experience, restrictive covenants imposed on the obligor for the benefit of debt holders, and reliance on governmental aid or payments such as Medicaid, Medicare and the Affordable Care Act by healthcare issuers and research grants by higher education issuers.

The Company’s credit policy for U.S.

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Public Finance Transactions.

transactions, the Company undertakes an analysis of the country or countries in which the risk resides, which includes political risk as well as economic and demographic characteristics.

transactions, the Company undertakes an analysis of the country or countries in which the risk resides, or in the case of a bilateral agreement, the country where the beneficiary resides, which includes regulatory and political risk as well as economic and demographic characteristics.

For each transaction, the Company also performs an assessment of the legal framework governing the transaction and the laws affecting the underlying assets supporting the obligations to be insured.

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The principal risks for such transactions are construction risk and operational risk.

For other transactions, notably transactions secured by toll-roads, student accommodation and stadiums, revenues derived from the project must be sufficient to make debt service payments as well as cover the upfront operating expenses it experiences during the build phase before revenues are generated.

For other transactions, notably transactions secured by toll-roads, student accommodation and stadiums (i.e., assets subject to demand risk), revenues derived from the project must be sufficient to make debt service payments, net of operating expenses, as well as cover the upfront operating expenses it experiences during the build phase before revenues are generated.

For infrastructure transactions, underwriters generally use financial models to evaluate the ability of the transaction to generate adequate cash flow to service the debt under a variety of scenarios.

The models include economically stressed scenarios that the underwriters use for their assessment of the potential credit risk inherent in a particular transaction.

Stress models developed internally by the Company’s underwriters reflect both empirical research and information gathered from third parties, such as rating agencies or investment banks.

Stress models developed internally by the Company’s underwriters reflect both empirical research and information gathered from third parties, such as rating agencies, or investment banks or technical advisers.

The Company may also engage advisers such as consultants and external counsel to assist in analyzing a transaction’s financial or legal risks.

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and execution risk, which is the risk that poor performance by a servicer or collateral manager contributes to a decline in the cash flow available to the transaction.

Each of these risks is addressed through

the Company’s underwriting process.

Each of these risks is addressed through the Company’s underwriting process.

The underwriter is also required to assess the presence of any environmental or climate change risk and, to the extent there are notable environmental or climate change risks, analyze the potential impact, if any, of these risks on the transaction over its expected life, and present this assessment to the credit committee.

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Financial strength ratings reflect a rating agency’s opinion of an insurer’s ability to pay under its insurance policies and contracts in accordance with their terms.

When an insurance subsidiary of the Company guarantees an obligation, the issuer or another party may request that one or more rating agencies providing financial strength ratings on such insurer assign that insurer’s financial strength rating to the specific obligation it guaranteed.

insurer’s financial strength rating to the specific obligation it guaranteed.

The ability to uplift credit ratings of underlying obligations is one attribute that makes the Company’s insurance products attractive in the market.

An insurer’s financial strength rating itself is not specific to any particular policy or contract;

a rating agency instead assigns a rating to the insured obligation.

a rating agency instead assigns such rating to the insured obligation.

A financial strength rating does not refer to an insurer's ability to meet non-insurance obligations and is not a recommendation to purchase any policy or contract issued by an insurer or to buy, hold, or sell any security insured by an insurer.

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In addition, both S&P Global Ratings, a division of Standard & Poor’s Financial Services LLC (S&P), and Moody’s Investors Service, Inc.

(Moody’s) have applied other factors, some of which are subjective, such as the insurer's business strategy and

franchise value or the anticipated future demand for its product, to justify ratings for the Company’s insurance subsidiaries below the ratings implied by their own capital adequacy models.

(Moody’s) have applied other factors, some of which are subjective, such as the insurer's business strategy and franchise value or the anticipated future demand for its product, to justify ratings for the Company’s insurance subsidiaries below the ratings implied by their own capital adequacy models.

Currently, for example, S&P has concluded that Assured Guaranty’ insurance subsidiaries have “AAA” capital adequacy under the S&P model (but apply a downward adjustment due to a “largest obligor test” and rate them “AA”) and Moody’s has concluded that AG has “Aa” capital adequacy under the Moody’s model (but rates it A1 based on other factors including the rating agency’s assessment of competitive profile, future profitability and market share).

The application of these additional factors make it uncertain whether a rating downgrade could generally be avoided by raising additional capital or otherwise improving capital adequacy under the rating agency’s model.

The application of these additional factors makes it uncertain whether a rating downgrade could generally be avoided by raising additional capital or otherwise improving capital adequacy under the rating agency’s model.

Despite the unpredictable application of subjective factors that are in addition to a rating agency’s assessment of insurers’ capital adequacy, the Company has been able to maintain strong financial strength ratings.

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(AGRO) in 2015.

Risk Factors, Strategic Risks, captioned “A downgrade of the financial strength or financial enhancement ratings of any of the Company’s insurance or reinsurance subsidiaries may adversely affect its business and prospects.”

Risk Factors — Strategic Risks, captioned “A downgrade of the financial strength or financial enhancement ratings of any of the Company’s insurance or reinsurance subsidiaries may adversely affect its business prospects.”

Market Demand and Competition

Financial Guaranty Insurance

Assured Guaranty is the market leader in the financial guaranty industry.

The Company’s position in the market benefits from its ability to maintain strong financial strength ratings, its strong claims-paying resources, its proven willingness and ability to make claim payments to policyholders after obligors have defaulted, and its ability to achieve recoveries in respect of the claims that it has paid and to resolve its troubled public finance and structured finance exposures, including residential mortgage-backed securities.

Market demand for financial guaranty insurance in the U.S.

public finance market is generally driven by the difference in yield (or the credit spread) between an insured bond and an uninsured bond.

Market demand for financial guaranty insurance in the public finance (including infrastructure) market is generally driven by the difference in yield (or the credit spread) between an insured bond and an uninsured bond.

When the difference in yield (or the credit spread) between a bond insured by Assured Guaranty and an uninsured bond is narrow, as is often the case in a low interest rate environment, investors may prefer greater yield over insurance protection, and issuers may find the cost savings from insurance less compelling.

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However, credit spreads may be narrower in a higher interest rate environment, as occurred in late 2022, and credit spreads may widen in a low interest rate environment, as occurred after the onset of the COVID-19 pandemic as a result of market concerns about the impact of the COVID-19 pandemic on some municipal credits.

For a discussion of the economic environment, see Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations — Overview — Economic Environment.

In the non-U.S.

infrastructure finance market, demand is a function of whether bonds are sold in the public markets rather than as privately funded transactions with uninsured executions.

In the secondary public finance (including infrastructure) market, demand for financial guaranty insurance may also be influenced by capital requirements and counterparty credit exposures.

For a discussion of the economic environment, see Part II, Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations — Overview — Economic Environment.

public finance market, Assured Guaranty is the only financial guaranty company active before the 2008 financial crisis that has maintained sufficient financial strength to write new business continuously since the crisis began.

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transactions.

BAM sometimes prices its guaranties for such transactions at levels the Company does not believe produces an adequate rate of return and so does not match, but BAM's pricing and underwriting strategies may have a negative impact on the amount of premium the Company is able to charge for its insurance for such transactions.

BAM sometimes prices its guaranties at levels that the Company does not believe produces an adequate rate of return and, therefore, the Company will not match.

In addition, the Company believes that these pricing strategies may have a negative impact on the amount of premium it is able to charge for its insurance in other transactions.

However, the Company believes it has competitive advantages over BAM due to:

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BAM’s higher leverage ratios than those of AG;

and AG’s strong financial strength

ratings from multiple rating agencies (in the case of AG, AA+ from Kroll Bond Rating Agency (KBRA), AA from S&P and A1 from Moody’s, compared with BAM’s AA solely from S&P).

and AG’s strong financial strength ratings from multiple rating agencies (in the case of AG, AA+ from Kroll Bond Rating Agency (KBRA), AA from S&P and A1 from Moody’s, compared with BAM’s AA solely from S&P).

Additionally, as a public company with access to both the equity and debt capital markets, Assured Guaranty may have greater flexibility to raise capital, if needed.

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The Company believes that issuers and investors in securities will continue to purchase financial guaranty insurance, especially if credit spreads widen.

municipalities have budgetary requirements that are best met through financings in the fixed income capital markets.

municipalities have budgetary requirements that are best met through financings in the

fixed income capital markets.

Historically, smaller municipal issuers have frequently used financial guaranties in order to access the capital markets with new debt offerings at a lower all-in interest rate than on an unguaranteed basis.

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The Company believes it has excess capital based on its internal capital model and rating agency models, and, to the extent permitted by insurance regulation or other regulatory authority, has been returning some of its excess capital to shareholders by repurchasing its common shares and paying dividends, and has been deploying some of its excess capital to acquire financial guaranty portfolios and diversify the Company’s sources of earnings.

Insurance Acquisitions

Annuity Reinsurance

The life and annuity reinsurance market is highly competitive.

The Company expects to face competition from established life and annuity reinsurance companies that have significant operating histories, strong financial strength ratings and long-standing client relationships.

While the Company believes that its annuity reinsurance platform provides a compelling market proposition, it may experience difficulties executing its business strategies, including market acceptance of the Assured Life Re platform and obtaining acceptable market rates of return for business opportunities.

Financial Guaranty Insurance Acquisitions

Since 2009, the Company has acquired financial guaranty portfolios, including by acquiring legacy financial guarantors or acquiring (through reinsurance) substantial portions of their insured portfolios, and by commuting business that the Company had previously ceded prior to 2009 to various non-affiliated legacy financial guarantors and multiline reinsurers that were active in the financial guaranty reinsurance market.

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Insurance Subsidiaries

The Company conducts financial guaranty business through its insurance subsidiaries:

The Company conducts financial guaranty business through its financial guaranty insurance subsidiaries:

• Assured Guaranty Inc.

(AG), domiciled in Maryland and formerly known as Assured Guaranty Corp., and its insurance subsidiaries:

▪ Assured Guaranty UK Limited (AGUK), organized in the U.K.;

▪ Assured Guaranty (Europe) SA (AGE), organized in France;

(AG), domiciled in Maryland, and its insurance subsidiaries:

▪ Assured Guaranty UK Limited (AGUK), domiciled in the U.K.;

▪ Assured Guaranty (Europe) SA (AGE), domiciled in France;

• AG Re, domiciled in Bermuda, and its insurance subsidiary:

▪ Assured Guaranty Re Overseas Ltd.

▪ AGRO, domiciled in Bermuda.

The following is a description of the Company’s insurance subsidiaries:

The following is a description of the Company’s financial guaranty insurance subsidiaries:

• Assured Guaranty Inc.

AG is located in New York and domiciled in Maryland, was organized in 1985 and commenced operations in 1988.

AG is located in New York and domiciled in Maryland, was incorporated in 1985 and commenced operations in 1988.

It provides financial guaranty insurance and reinsurance in the U.S., U.K., European Economic Area (EEA) and certain other countries.

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AG Re primarily underwrites financial guaranty reinsurance of certain affiliated companies and third-party primary insurers.

AG Re is incorporated under the laws of Bermuda and is licensed as a Class 3B insurer under the Insurance Act 1978 and related regulations of Bermuda.

AG Re is incorporated under the laws of Bermuda and is registered and licensed as a Class 3B insurer under the Insurance Act 1978 and related regulations of Bermuda.

• Assured Guaranty Re Overseas Ltd.

AGRO underwrites direct and assumed financial guaranty insurance, and also underwrites specialty business.

AGRO is incorporated under the laws of Bermuda and is licensed as a Bermuda Class 3A and Class C insurer.

AGRO is incorporated under the laws of Bermuda and is registered and licensed as a Bermuda Class 3A and Class C insurer.

The Company conducts its life and annuity reinsurance business through Assured Life Re, which was acquired by the Company on January 21, 2026.

Assured Life Re is incorporated under the laws of Bermuda and is registered and licensed as a Bermuda Class E insurer.

Support of the European Insurance Subsidiaries

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AG and AGUK have in place a co-guarantee structure pursuant to which each of AG and AGUK directly guarantees a share of certain issued obligations (Co-Guarantee Structure).

Under the current Co-Guarantee Structure:

(i) AGUK directly guarantees 15% of the obligations issued in a particular transaction;

(ii) AG directly guarantees 85% of the guaranteed obligations;

and (iii) AG also provides a second-to-pay guarantee for AGUK’s 15% portion of the guaranteed obligations.

Under the current Co-Guarantee Structure in effect since January 1, 2026:

(i) AGUK directly guarantees 50% of the obligations issued in a particular transaction, subject to a guaranteed original principal amount limit of £100 million per transaction;

(ii) AG directly guarantees 50% of the issued obligations, plus any principal amounts in excess of the foregoing AGUK limit;

and (iii) AG also provides a second-to-pay guarantee for AGUK’s guaranteed portion of the obligations.

For the 12-month period ending December 31, 2025, the Co-Guarantee Structure split was 15% AGUK and 85% AG.

The Co-Guarantee Structure has been in place since 2011 for public finance business and since 2021 for non-public finance business.

Separate and apart from the Co-Guarantee Structure, AG provides support to AGUK through a quota share and excess of loss reinsurance agreement (Reinsurance Agreement) and a net worth maintenance agreement (Net Worth Agreement).

Under the quota share cover of the Reinsurance Agreement, AG reinsures approximately 50-100% of most of the outstanding financial guaranties that AGUK wrote prior to the initial implementation of the Co-Guarantee Structure in 2011.

Under the quota share cover of the Reinsurance Agreement, AG reinsures varying proportional shares of most of the outstanding financial guaranties that AGUK wrote prior to the initial implementation of the Co-Guarantee Structure in 2011.

The quota share cover of the Reinsurance Agreement also obligates AG to reinsure 85% of new business written by AGUK where the Co-Guarantee Structure cannot be utilized;

currently, there is no such outstanding business at AGUK.

Under the excess of loss cover of the Reinsurance Agreement, AG is obligated to pay AGUK quarterly the amount (if any) by which (i) the sum of:

(a) AGUK’s incurred losses, calculated in accordance with generally accepted accounting practice in the U.K.

(UK GAAP) as reported by AGUK in its financial returns filed with the Prudential Regulation Authority (PRA);

and (b) AGUK’s paid losses and loss adjustment expenses (LAE), in both cases net of all other performing reinsurance (including the reinsurance provided by AG under the quota share cover of the Reinsurance Agreement), exceeds (ii) an amount

(a) AGUK’s capital resources under U.K.

minus (b) 110% of the greatest of the amounts as may be required by the PRA as a condition for maintaining AGUK’s authorization to carry on a financial guarantee business in the U.K.

The purpose of this excess of loss cover is to ensure that AGUK maintains capital resources equal to at least 110% of the most stringent amount of capital that it may be required to maintain as a condition to carrying on a financial guarantee business in the U.K.

AG secures its quota share reinsurance obligations to AGUK under the Reinsurance Agreement by posting collateral in trust equal to 102% of the sum of AG’s assumed share of the following in respect of the reinsured AGUK policies:

(i) AGUK’s unearned premium reserve (net of AGUK’s reinsurance premium payable to AG);

(ii) AGUK’s provisions for unpaid losses and allocated LAE (net of any salvage recoverable);

and (iii) any unexpired risk provisions of AGUK, in each case (i) - (iii) as calculated by AGUK in accordance with UK GAAP.

AGUK may terminate the Reinsurance Agreement upon the occurrence of any of the following events:

(i) AG’s rating by Moody’s falls below “Aa3” or its rating by S&P falls below “AA-” (and AG fails to restore such rating(s) within a prescribed period of time);

(ii) AG’s insolvency, failure to maintain the minimum capital required under the laws of AG’s domiciliary jurisdiction, filing a petition in bankruptcy, going into liquidation or rehabilitation, or having a receiver appointed;

or (iii) AG’s failure to maintain its required collateral described above.

AGUK has had a right to terminate the Reinsurance Agreement since 2013 when Moody’s downgraded AG below “Aa3”, but has not elected to exercise this right.

AG is currently rated “A1” by Moody’s.

Under the Net Worth Agreement, AG is obligated to make capital contributions to AGUK in amounts sufficient to ensure that AGUK maintains capital resources equal to 110% of the greatest of the amounts as may be required by the PRA as a condition of AGUK maintaining its authorization to carry on a financial guarantee business in the U.K., provided that, except with the express approval (or non-disapproval) of the Maryland Insurance Administration (MIA), (a) no individual contribution by AG to AGUK for such purpose shall exceed $25 million;

(b) AG shall not be permitted to make more than two (2) individual contributions to AGUK under the Net Worth Agreement during any calendar year, which two (2) contributions together shall not exceed $25 million;

and (c) the aggregate contributions by AG to AGUK under the Net Worth Agreement shall not exceed $100 million.

Under the excess of loss cover of the Reinsurance Agreement, AG is obligated to pay AGUK quarterly the amount (if any) necessary to ensure that AGUK’s incurred and paid losses and loss adjustment expenses (LAE) as of the quarter end do not cause AGUK’s capital resources to fall below 110% of the greatest amount of capital that AGUK may be required to maintain as a condition to carrying on a financial guarantee business in the U.K.

AG secures its quota share reinsurance obligations to AGUK under the Reinsurance Agreement by pledging collateral generally equal to 102% of the sum of AG’s assumed liabilities from AGUK.

Under the Net Worth Agreement, AG is obligated to make capital contributions to AGUK in amounts sufficient to ensure that AGUK maintains capital resources equal to 110% of the greatest amount of capital that AGUK may be required to maintain as a condition to carrying on a financial guarantee business in the U.K., subject to limitations on the amounts of individual and aggregate contributions AG can make under the agreement without approval (or non-disapproval) of the Maryland Insurance Administration (MIA).

The Net Worth Agreement obligates AG to provide AGUK with support similar to that which AG also provides AGUK under the excess of loss cover of the Reinsurance Agreement, except the latter is meant to protect against erosion of AGUK’s capital resources due to insurance and/or reinsurance losses in AGUK’s insured portfolio, while the former is meant to protect against an erosion of AGUK’s capital resources for other reasons (e.g., poor investment performance or origination expenses exceeding premium).

Given this purpose, the Net Worth Agreement clarifies that any amounts due thereunder must take into account all amounts paid, or reasonably expected to be paid, under the Reinsurance Agreement.

The Net Worth Agreement also includes termination provisions substantially similar to those in the Reinsurance Agreement.

AG has never been required to make any contributions to AGUK’s capital under the current Net Worth Agreement;

however, AG may elect to make, from time to time and subject to MIA approval or non-disapproval, capital contributions to AGUK not required by the net worth maintenance agreement.

however, AG may elect to make, from time to time and subject to MIA approval or non-disapproval, capital contributions to AGUK not required by the Net Worth Agreement.

AG Support of AGE

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These agreements consist of:

(i) a quota share reinsurance agreement whereby AG provides AGE with 90% proportional reinsurance for new business written by AGE since its authorization in January 2020;

(ii) a second quota share reinsurance agreement between AGE and AG pursuant to which AG:

reinsures approximately 70-100% of business that was transferred to AGE by AGUK effective October 1, 2020 pursuant to the Part VII of the Financial Services and Markets Act 2000 (FSMA) (Part VII Transfer) (i.e., the same reinsurance to AGE as AGUK received prior to such transfer);

provides 90% proportional reinsurance for certain business transferred to AGE pursuant to the Part VII Transfer that was not reinsured by AG (or its affiliates) when such business was part of AGUK’s insured portfolio;

(iii) an excess of loss reinsurance agreement, similar to the excess of loss cover of AG’s Reinsurance Agreement with AGUK, pursuant to which AG is obligated, effectively, to ensure that AGE maintains capital resources equal to at least 110% of the most stringent amount of capital that AGE may be required to maintain as a condition of it maintaining its authorization to carry on a financial guarantee business in France.

AG secures its quota share reinsurance obligations to AGE under the agreements described above by depositing collateral in accounts maintained by an EEA financial institution and pledging such accounts to AGE under French law.

The measure of AG’s required collateral for AGE is generally the same as the measure of AG’s required collateral for AGUK, except that the former is determined in accordance with generally accepted accounting principles in France (French GAAP).

AG also has in place with AGE a net worth maintenance agreement that is similar to AG’s Net Worth Agreement with AGUK - i.e., the former obligates AG to ensure that AGE maintains capital resources at least equal to 110% of its most stringent capital requirement for maintaining its authorization to carry on a financial guarantee business in France, subject to limitations on the amount of individual and aggregate contributions that AG can make to AGE under the agreement without MIA approval or non-disapproval.

(i) a quota share reinsurance agreement pursuant to which AG provides AGE with 90% proportional reinsurance for new business written by AGE since its authorization in January 2020;

(ii) a second quota share reinsurance agreement pursuant to which AG reinsures approximately 70-100% of certain pre-2020 business transferred

to AGE by AGUK;

and (iii) an excess of loss reinsurance agreement, similar to the excess of loss cover of AG’s Reinsurance Agreement with AGUK, pursuant to which AG is obligated to pay AGE quarterly the amount (if any) necessary to ensure that AGE’s incurred and paid losses and LAE as of the quarter end do not cause AGE’s capital resources to fall below 110% of the greatest amount of capital that AGE may be required to maintain as a condition to carrying on a financial guarantee business in France.

AG secures its quota share reinsurance obligations to AGE under the agreements described above by pledging collateral generally equal to 102% of AG’s assumed liabilities from AGE.

AG also has in place with AGE a net worth maintenance agreement that is similar to AG’s Net Worth Agreement with AGUK - i.e., the former obligates AG to ensure that AGE maintains capital resources at least equal to 110% of its greatest capital requirement for carrying on a financial guarantee business in France, subject to limitations on the amount of individual and aggregate contributions that AG can make under the agreement without MIA approval or non-disapproval.

AG may elect to make, from time to time and subject to MIA approval or non-disapproval, capital contributions to AGE not required by the net worth maintenance agreement.

Other Group Support of the European Insurance Subsidiaries for Certain Legacy Business

AG Re also provide reinsurance support to the European Insurance Subsidiaries for certain legacy business that was insured prior to 2009 by AGUK.

Some of this business continues to reside at AGUK, while some of it was transferred to AGE in October 2020 pursuant to the Part VII Transfer.

AG Re also provides reinsurance support to the European Insurance Subsidiaries for certain legacy business that was insured prior to 2009 by AGUK.

Some of this business continues to reside at AGUK, while some was transferred to AGE by AGUK.

AG Re does not currently provide direct reinsurance support for new business being written by AGUK or AGE.

AG Re secures its reinsurance of this legacy business in essentially the same manner as AG secures its reinsurance of the European Insurance Subsidiaries - i.e., AG Re pledges collateral equal to its assumed UK GAAP liabilities for AGUK and equal to its assumed French GAAP liabilities for AGE.

AG Re secures its reinsurance of the legacy business by pledging collateral generally equal to 102% of its assumed liabilities from each of AGUK and AGE.

Asset Management

Strategic Transactions

Until July 1, 2023, the Company served as an investment adviser to primarily collateralized loan obligations (CLOs) and opportunity funds, through Assured Investment Management LLC (AssuredIM LLC) and its investment management affiliates (together with AssuredIM LLC, AssuredIM).

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Assured Guaranty received, subject to certain potential post-closing adjustments, approximately 30% of the common interests in Sound Point, LP, and certain other interests in Sound Point.

See Part II, Item 8, Financial Statements and Supplementary Data, Note 1, Business and Basis of Presentation, for additional information.

See Part II, Item 8.

Financial Statements and Supplementary Data, Note 1.

Business and Basis of Presentation, for additional information.

In addition, in accordance with the terms of a letter agreement (Letter Agreement), effective July 1, 2023, AG (i) engaged Sound Point as its sole alternative credit manager and (ii) transitioned to Sound Point the management of certain existing alternative investments and related commitments.

The Letter Agreement also provides that, within the first two years of Sound Point’s engagement, AG would, subject to regulatory approval, cure terms and other terms of the Letter Agreement, make new investments in funds, other vehicles and separately managed accounts managed by Sound Point which, when aggregated with the alternative investments and commitments transitioned from AssuredIM and any reinvestments (collectively, Sound Point Investments), and investments made by other Assured Guaranty affiliates, will total $1 billion.

The Letter Agreement also provides that AG, including through its investment subsidiary AG Asset Strategies LLC, would, subject to the terms and conditions of the Letter Agreement, make new investments in funds, other vehicles and separately managed accounts managed by Sound Point which, when aggregated with the alternative investments and commitments transitioned from the Company and any reinvestments (collectively, Sound Point Investments), and investments made by other Assured Guaranty affiliates, will total $1 billion.

AG has made substantial investments with Sound Point across a variety of their strategies in order to seek to enhance its investment returns and anticipates continuing to invest with Sound Point pursuant to the terms of the Letter Agreement.

The Letter Agreement contemplates a long-term investment partnership between Sound Point and Assured Guaranty, whereby AG has agreed to reinvest all returns of capital from Sound Point Investments for a period of 15 years, until July 1, 2038.

Similarly, the Letter Agreement provides that AG will reinvest all gains and dividends from Sound Point Investments for the first two years of Sound Point’s engagement, and reinvest half of all such gains and dividends thereafter until July 1, 2033 (the transactions contemplated under the Transaction Agreement and the Letter Agreement, the Sound Point Transaction).

Similarly, the Letter Agreement provides that AG reinvest all gains and dividends from Sound Point Investments for the first two years of Sound Point’s engagement, and reinvest half of all such gains and dividends thereafter until July 1, 2033 (the transactions contemplated under the Transaction Agreement and the Letter Agreement, the Sound Point Transaction).

On July 1, 2028, AG may choose to reduce the amounts invested or required to be reinvested in certain Sound Point Investments under the Letter Agreement, subject to adjustment of Assured Guaranty’s portion of its ownership interest in Sound Point.

extent not required to be reinvested by the Letter Agreement, all proceeds from Sound Point Investments received in accordance with their operative investment documents can be distributed to the AG.

See Part II, Item 8, Financial Statements and Supplementary Data, Note 7, Investments and Cash.

The Company’s ownership interest in Sound Point advances one of the Company’s key strategic initiatives to diversify its sources of earnings into fee-based industries that leverage its core competency in credit.

In addition, the Company’s alternative investments made under the Letter Agreement with Sound Point furthers the Company’s goal of diversifying and expanding the categories and types of its investments.

To the extent not required to be reinvested by the Letter Agreement, all proceeds from Sound Point Investments received in accordance with their operative investment documents can be distributed to AG.

See Part II, Item 8.

Financial Statements and Supplementary Data, Note 7.

Investments and Cash.

The Company’s ownership interest in Sound Point advances one of the Company’s key business strategies to diversify its sources of earnings into fee-based industries that leverage its core competency in credit.

In addition, the Company’s

alternative investments made under the Letter Agreement with Sound Point furthers the Company’s goal of diversifying and expanding the categories and types of its investments.

In July 2023, Assured Guaranty sold all of its equity interests in AHP, which manages healthcare funds, to an entity owned and controlled by the managing partner of AHP (AHP Transaction), thereby disposing of its remaining asset management business.

In connection with the AHP Transaction, the Company agreed to remain a strategic investor in certain AHP managed funds, retained its portion of carried interest in certain AHP managed funds and received other consideration.

Please see Item 1A.

Risk Factors, Strategic Risks, captioned “Competition in the Company’s industries may adversely affect its results of operations, business prospects and share price,” “Strategic transactions may not result in the benefits anticipated,” “The Company’s investments in Sound Point are subject to the risks of Sound Point’s business that may adversely affect the Company’s financial condition, results of operations, capital, business prospects and share price,” and “The Company’s interest in Sound Point is subject to the risks normally associated with a minority interest.”

Risk Factors, Strategic Risks, captioned “Competition in the Company’s industries may adversely affect its financial condition, results of operations, capital, business prospects and share price,” “Strategic transactions may not result in the benefits anticipated,” “The Company’s investments in Sound Point are subject to the risks of Sound Point’s business that may adversely affect the Company’s financial condition, results of operations, capital, business prospects and share price,” and “The Company’s interest in Sound Point is subject to the risks normally associated with a noncontrolling interest.”

Asset Management Strategies

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These strategies are implemented for clients, including the Company, through funds and customized separately managed accounts and co-investment opportunities as further described below and in Sound Point, LP’s Firm Brochure on Form ADV Part 2A filed with the SEC.

Sound Point, LP’s Firm Brochure and other SEC filings are maintained by Sound Point, LP, which remains solely responsible for their content.

Sound Point, LP’s Firm Brochure and other U.S.

Securities and Exchange Commission (SEC) filings are maintained by Sound Point, LP, which remains solely responsible for their content.

Sound Point, LP’s CLO Strategy focuses on launching and managing CLOs (SP CLOs) whose investment assets primarily include corporate senior-secured bank loans and bonds.

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Sound Point, LP’s Commercial Real Estate Credit Strategy focuses on commercial mortgage loans and debt where commercial real estate properties serve as the underlying collateral.

Market Demand and Competition

Asset Management

The Company’s Asset Management segment primarily consists of its ownership interest in Sound Point, a diversified alternative asset manager with expertise in credit and more than $44 billion in assets under management (AUM) as of September 30, 2025.

Sound Point’s stated primary investment objectives across its products are (i) to preserve capital in all market conditions and (ii) to generate attractive rates of return with low volatility.

Sound Point manages assets on behalf of institutions, pensions, foundations, insurance companies, wealth management firms, family offices and high net worth individuals.

Sound Point operates in highly competitive markets with many other firms in every aspect of the asset management industry, including raising funds, seeking investments, and hiring and retaining professionals.

Sound Point’s ability to increase and retain AUM is directly related to the performance of the assets it manages as measured against market averages and the performance of its competitors.

Some of Sound Point’s competitors may be much larger, enjoy a lower cost of funds and access to funding and other resources that are not available to Sound Point.

In addition, some of Sound Point’s competitors may have higher risk tolerances or different risk assessments that depart from Sound Point’s stated investment objectives, which could allow them to consider a wider variety of investments that Sound Point may not be willing to match.

The Company invests primarily in investment-grade fixed-maturity securities and short-term investments, as well as various alternative investments.

Income from the Company’s investments is one of the primary sources of cash flow supporting

its claim payments and other operational costs, as well as its capital management objectives.

Income from the Company’s investments is one of the primary sources of cash flow supporting its ability to make claim payments and bear other operational costs, as well as its capital management objectives.

The Company’s principal objectives in managing its investment portfolio are to maintain sufficient liquidity to cover unexpected stress in the insurance portfolio;

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If the Company’s calculations with respect to its insurance subsidiaries’ liabilities are incorrect or other unanticipated payment obligations arise, or if the Company improperly structures its investments to meet these and other corporate liabilities, it could have unexpected losses, including losses resulting from forced liquidation of investments.

The investment policies of the Company’s insurance subsidiaries are subject to insurance law requirements, and may change depending upon regulatory, economic, rating agency and market conditions and the existing or anticipated financial condition and operating requirements, including the tax position, of the businesses.

The performance of invested assets is subject to the ability of the Company and its investment managers to select and manage appropriate investments.

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Fixed-maturity securities and short-term investments:

As of December 31, 2024, approximately $7.7 billion or 89% of the investment portfolio consisted of fixed-maturity securities and short-term investments.

As of December 31, 2025, $7.4 billion or 87% of the investment portfolio consisted of fixed-maturity securities and short-term investments.

As of December 31, 2025, the majority (67%, or $5.7 billion) of the fixed-maturity securities and short-term investments was managed by Goldman Sachs Asset Management, L.P., Wellington Management Company, LLP, and MacKay Shields LLC.

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Each manager is compensated based upon a fixed percentage of the market value of the portion of the portfolio being managed by such manager.

Wellington Management Company LLP owns or manages funds that own more than 5% of the Company’s common shares.

During 2025, Wellington Management Company LLP owned or managed funds that own more than 5% of AGL’s common shares.

The available-for-sale fixed-maturity securities in the investment portfolio primarily consist of investment-grade obligations of state and political subdivisions, U.S.

government and agencies, corporate securities, mortgage-backed and other asset-backed securities.

In addition, as of December 31, 2024, $479 million (based on fair value) of the available-for-sale fixed maturity securities were Loss Mitigation Securities, and $277 million were CLO equity tranches, most of which were transferred out of the CLO fund in the fourth quarter of 2024.

In addition, as of December 31, 2025, $228 million of the available-for-sale fixed-maturity securities were CLO equity tranches, $168 million were bonds issued by a U.K.

regulated utility to which the Company has insured exposure, and $140 million (based on fair value) were securities insured by the Company with expected losses that it subsequently purchased in order to mitigate the economic effect of such insured expected losses (Loss Mitigation Securities).

The Company considers CLO equity tranches to be a component of its alternative investment strategy.

The Company also had $123 million (based on fair value) of Contingent Value Instruments (CVIs), obtained as part of the resolution of the Company’s exposure to insured Puerto Rico credits experiencing payment default other than PREPA (2022 Puerto Rico Resolutions), all of which were classified as trading securities.

See Part II, Item 8, Financial Statements and Supplementary Data, Note 7, Investments and Cash.

Other invested assets and CIVs:

The Company also had $114 million (based on fair value) of Contingent Value Instruments (CVIs), obtained as part of the resolution of the Company’s exposure to insured Puerto Rico credits experiencing payment default other than the Puerto Rico Electric Power Authority (PREPA), all of which were classified as trading securities.

See Part II, Item 8.

Financial Statements and Supplementary Data, Note 7.

Investments and Cash.

Other invested assets and consolidated investment vehicles (CIVs):

As of December 31, 2025, the carrying value of the Company’s ownership interest in Sound Point was $415 million and is reported in “other invested assets” on the consolidated balance sheets.

The Company also has alternative investments in a variety of investment strategies and asset classes offered by Sound Point as described above in “ — Asset Management Strategies,” as well as alternative investments managed by AHP and other parties.

As of December 31, 2024, the Company’s other invested assets primarily consisted of funds focused on private healthcare investing, asset-based/specialty finance, CLOs, and middle market direct lending.

In 2024 the underlying assets of certain funds were distributed, primarily CLO equity tranches, and were reclassified to available-for-sale fixed-maturity securities.

As of December 31, 2024, one Sound Point managed fund was consolidated and classified as a CIV.

As of December 31, 2025, the Company’s other invested assets primarily consisted of funds focused on private healthcare investing, asset-based/specialty finance, CLOs and commercial real estate finance.

As of December 31, 2025, one

Sound Point managed fund was consolidated and classified as a CIV.

The Company’s interest in that CIV based on net-asset-value was $57 million.

See Part II, Item 8, Financial Statements and Supplementary Data, Note 8, Financial Guaranty Variable Interest Entities and Consolidated Investment Vehicles, for information on the CIVs.

See Part II, Item 8.

Financial Statements and Supplementary Data, Note 8.

Variable Interest Entities, for information on the CIVs.

Risk Management

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The Board oversees the risk management process.

The Board employs an enterprise-wide approach to risk management that supports the Company’s business plans within a reasonable level of risk.

The Board employs an enterprise-wide approach to risk management that supports the Company’s business plans within an acceptable level of risk.

Risk assessment and risk management encompass not only understanding the risks the Company faces and what steps management is taking to manage those risks, but also understanding what level of risk is appropriate for the Company.

The Board annually approves the

Company’s business plan, taking risk management into account.

The Board annually approves the Company’s business plan, taking risk management into account.

It also approves the Company’s risk appetite statement, which articulates the Company’s tolerance for risk and describes the general types of risk that the Company accepts or attempts to avoid.

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The Risk Oversight Committee of the Board oversees the standards, controls, limits, underwriting guidelines and policies that the Company establishes and implements in respect of credit underwriting and risk management.

It focuses on management's assessment and management of credit risks as well as other risks, including, but not limited to, market, financial, legal, operational risks (including information technology, cybersecurity and data privacy risks), and risks relating to the Company's reputation and ethical standards.

It focuses on management of credit risks as well as other risks, including, but not limited to, market, financial, legal, operational risks (including information technology, cybersecurity and data privacy risks), and risks relating to the Company's reputation and ethical standards.

In addition, the Audit Committee of the Board is responsible for, among other matters, reviewing policies and processes related to risk assessment and risk management, including the Company’s major financial risk exposures and the steps management has taken to monitor and control such exposures, in coordination with the Risk Oversight Committee.

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The Nominating and Governance Committee of the Board oversees risk at the Company by developing appropriate corporate governance guidelines, identifying qualified individuals to become Board members and, in coordination with the Compensation Committee, making plans for senior management succession.

The Environmental and Social Responsibility Committee oversees the Company’s risk and opportunities related to environmental issues, such as climate change, as well as aspects of human capital management, including its strategies, policies and initiatives.

The Environmental and Social Responsibility Committee oversees the Company’s risk and opportunities related to environmental issues, such as climate-related financial risk, as well as aspects of human capital management, including its strategies, policies and initiatives.

The board of directors of each of the Company’s insurance subsidiaries has overall responsibility for the system of governance, oversight of the business and affairs and establishment of the key strategic direction and key financial objectives, including risk management, of its respective company.

The Company has established several management committees to develop enterprise level risk management guidelines, and policies and procedures for the Company’s insurance and reinsurance subsidiaries that are tailored to their respective businesses, providing multiple levels of review, analysis and control.

The Company has established several management committees to develop enterprise level risk management guidelines, and policies and procedures for the Company’s insurance subsidiaries that are tailored to their respective businesses, providing multiple levels of review, analysis and control.

The Company’s management committees responsible for risk management include:

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All transactions in new asset classes or new jurisdictions, or otherwise outside the Company’s Board-approved risk appetite statement or its risk limits, must be approved by this committee.

• Risk Management —Each insurance subsidiary has a committee responsible for conducting an in-depth review of the insured portfolios of the relevant subsidiaries, focusing on varying portions of the portfolio at each meeting.

These committees review and may revise internal ratings assigned to the insured transactions and review sector reports, monthly product line surveillance reports and compliance reports, and are responsible for assisting in the management of risk and oversight of their respective company’s risk management framework and processes.

• Risk Management —Each financial guaranty insurance subsidiary has a committee responsible for conducting an in-depth review of the insured portfolios of the relevant subsidiary, focusing on varying portions of the portfolio at each meeting.

These committees review and may revise internal ratings assigned to the insured transactions and

review sector reports, monthly product line surveillance reports and compliance reports, and are responsible for assisting in the management of risk and oversight of their respective company’s risk management framework and processes.

This includes monitoring their respective company’s compliance with risk strategy, risk appetite, risk limits, as well as overseeing and challenging their respective company’s risk management and compliance functions.

In carrying out its responsibilities, each of the risk management committees considers numerous factors that could impact their insured portfolios, including macroeconomic factors, long term trends and climate change.

• Workout Committee —This committee receives reports from surveillance and workout personnel on transactions insured by the Company that might benefit from active loss mitigation or risk reduction and approves loss mitigation or risk reduction strategies for such transactions.

• Reserve Committees —Each insurance subsidiary has a committee responsible for oversight of reserves for insured obligations.

The reserve committees review the reserve methodology and assumptions for each major asset class

or significant below-investment-grade (BIG) transaction, as well as the loss projection scenarios used and the probability weights assigned to those scenarios.

• Reserve Committees —Each financial guaranty insurance subsidiary has a committee responsible for oversight of reserves for insured obligations.

The reserve committees review the reserve methodology and assumptions for each major asset class or significant below-investment-grade (BIG) transaction, as well as the loss projection scenarios used and the probability weights assigned to those scenarios.

The reserve committees establish reserves for their respective insurance subsidiaries, taking into consideration supporting information provided by surveillance and portfolio analytics personnel, and are responsible for approving changes to assumptions that have a significant impact on expected losses.

• Assumptions Committees —The insurance subsidiaries have committees responsible for setting the assumptions, other than assumptions related to BIG exposures that use transaction-specific models within the scope of the reserve committees, used to calculate the Company’s probability of default and loss in various portfolio loss scenario and economic capital models.

• Assumptions Committees —The financial guaranty insurance subsidiaries have committees responsible for setting the assumptions, other than assumptions related to BIG exposures that use transaction-specific models within the scope of the reserve committees, used to calculate the Company’s probability of default and loss in various portfolio loss scenario and economic capital models.

When setting these assumptions, each committee considers relevant historical internal and external experience and any potential changes to market conditions that could affect these parameters going forward.

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the activities of the investment committee are further reviewed by the insurer’s full board of directors.

See “Asset Management and Alternative Investments” below.

Enterprise Risk Management

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The internal audit function (Internal Audit) provides independent assurance around effective risk management design and control execution.

On a quarterly basis, or more frequently when required, Internal Audit reports its findings directly to the Audit Committee of the Board and informs the Chief Executive Officer and other senior management of any material issues identified during their audits.

On a quarterly basis, or more frequently when required, Internal Audit reports its findings directly to the Audit Committee of the AGL Board and informs the Chief Executive Officer and other senior management of any material issues identified during their audits.

The Company has established an enterprise level risk appetite statement, approved by the Board, and risk limits, that govern the Company’s risk-taking activities, with similar documents governing the activities of each operating subsidiary.

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At least once each year, risk management personnel prepare an Own Risk and Solvency Assessment for the Company as a whole and each of the operating companies (Commercial Insurer Solvency Self-Assessment for AG Re and AGRO) which reports the results of capital modeling, the status of key risk indicators and any emerging risks to the Risk Oversight Committee.

In addition, the Company performs in-depth reviews annually of risk topics of interest to management and the Board.

In addition, the Company performs in-depth reviews annually of risk topics of interest to

management and the Board.

To the extent potentially significant business activities or operational initiatives are considered, the Chief Risk Officer analyzes the possible impact on the Company’s risk profile and capital adequacy.

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The Company monitors its insured portfolio and refreshes its internal credit ratings on individual exposures in quarterly, semi-annual or annual review cycles based on the Company’s view of the exposure’s quality, loss potential, volatility and sector.

Ratings on exposures in sectors identified as

under the most stress or with the most potential volatility are reviewed every quarter, although the Company may also review a rating in response to developments impacting the credit when a ratings review is not scheduled.

Ratings on exposures in sectors identified as under the most stress or with the most potential volatility are reviewed every quarter, although the Company may also review a rating in response to developments impacting the credit when a ratings review is not scheduled.

The review cycle and scope vary based upon transaction type and credit quality.

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They also engage in negotiation discussions with transaction participants and, when necessary, manage (along with legal personnel) the Company’s litigation proceedings.

They may also make open market or negotiated purchases of securities that the Company has insured, negotiate or otherwise implement consensual terminations of insurance coverage prior to contractual maturity, or engage in other loss mitigation strategies.

They may also recommend and facilitate open market or negotiated purchases of securities that the Company has insured, negotiate or otherwise implement consensual terminations of insurance coverage prior to contractual maturity, or engage in other loss mitigation strategies.

In addition, the Company’s surveillance personnel work with servicers of RMBS transactions to enhance their performance.

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The Company’s investment management personnel and other risk personnel (together, the Investment Team) monitor the Company's ownership interest in Sound Point, and investments in Sound Point funds and other alternative investments.

Investment team personnel are responsible for the evaluation and due diligence processes for proposed new investments, and submit recommended investment actions to management, the boards of directors of the insurance subsidiaries, or AG’s investment committee in accordance with the Company's investment procedures.

Investment Team personnel are responsible for the evaluation and due diligence processes for proposed new investments, and submit recommended investment actions to management, the boards of directors of the insurance subsidiaries, or AG’s investment committee in accordance with the Company's investment guidelines and procedures.

Investment team members monitor existing investments and provide periodic reporting at least quarterly to senior management, AGL’s Board and the Board's Risk Oversight and Finance Committees.

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The Company is subject to local, state, and national laws and regulations in the U.S., U.K., the European Union (EU), the other EEA countries that comply with data protection laws in the EU, and other non-U.S.

jurisdictions that require financial institutions and other businesses to protect personal and other sensitive information and provide notice of their privacy and security practices relating to the collection, disclosure and other processing of personal information.

jurisdictions that require financial institutions and other businesses to protect personal and other sensitive information and provide notice of their privacy and

security practices relating to the collection, disclosure and other processing of personal information.

The Company is also subject to local, state, and national laws and regulations in various jurisdictions in which it does business that require notification to affected individuals and regulators regarding data security breaches.

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The Company has imposed similar requirements, as applicable, on third parties with whom it shares personal information including through a rigorous vendor selection and management process.

The Company engages its

personnel and strives to enhance data privacy and security awareness through Company training, which is mandatory for all employees globally on an annual basis.

The Company engages its personnel and strives to enhance data privacy and security awareness through Company training, which is mandatory for all employees globally on an annual basis.

Cybersecurity.

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To improve the Company’s understanding of changing climate conditions and to develop the analytical tools needed to measure and manage the related financial risks, the Company has been investing in both talent and technology.

The Company’s risk management resources include climate science expertise.

In addition, a dedicated internal team works with a data analytics company specializing in climate risk analysis and the impact of extreme weather events on cities, counties, and states to develop analytical capabilities to evaluate climate risk and assess potential negative impacts that climate change could have on the proposed obligor’s ability to pay debt service.

The Company is also exposed indirectly to climate trends and extreme weather events that might impair the performance of securities in its investment portfolio.

The portfolio consists predominantly of fixed-maturity securities.

The Company’s risk management function, which includes climate science expertise, continues to develop and expand analytical capabilities to evaluate climate risk and assess any potential negative impacts on the proposed obligor’s ability to pay debt service.

The Company is also exposed indirectly to climate trends and extreme weather events that might impair the performance of securities in its investment portfolio, which consists predominantly of fixed-maturity securities.

Nevertheless, environmental issues, including regulatory changes, changes in supply or demand characteristics of fuels, and extreme weather events, may impact the value of certain securities.

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On an annual basis, the Company requests and reviews reports from its primary investment managers on any material non-financial risks (including vulnerability to climate risks or exposure to extreme weather events) that may adversely impact returns.

The Company believes that the physical effects of climate change on the Company’s business operations are not likely to be material and the Company does not anticipate capital expenditures for climate related projects.

The Company believes that the physical effects of evolving climate risks on the Company’s business operations are not likely to be material and the Company does not anticipate capital expenditures for climate related projects.

Regulatory Reporting .

As the global community moves to address and mitigate the effects of climate change, regulators across jurisdictions have taken steps to require climate risk management and related reporting.

As the global community continues to address and mitigate the effects of changing climatic conditions, regulators across jurisdictions have imposed requirements or issued guidance regarding climate risk management and related reporting.

Several of the Company’s subsidiaries are subject to regulatory reporting with respect to managing and disclosing the impact of changing climate conditions and the related financial risks.

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To date, the costs associated with complying with regulatory reporting obligations have not had a material impact on the Company’s business, financial condition, and results of operations.

The Environmental and Social Responsibility Committee and the Risk Oversight Committee of AGL’s Board, each consisting solely of independent directors, provide oversight of the Company's approach to addressing climate change risk in accordance with their respective charters.

The Environmental and Social Responsibility Committee and the Risk Oversight Committee of AGL’s Board provide oversight of the Company's approach to addressing climate-related risk in accordance with their respective charters.

The Environmental and Social Responsibility Committee reviews updates on the consideration of environmental risks in the Company’s insurance risk management and its investment portfolio, as well as legislative and regulatory developments of significance to the Company’s environmental initiatives and related oversight.

The Risk Oversight Committee reviews the establishment and implementation of enterprise risk management policies and practices.

The Company has also formed an environmental risk working group composed of senior members of the Company’s credit, underwriting, surveillance, and risk management departments to review the impact of environmental risk on the Company, including the development of objective risk measures, metrics and methodologies needed to evaluate the financial impact of evolving climate conditions and extreme weather events on obligors in its insured portfolio on both aggregate and individual risk levels.

The Company is a public company subject to SEC rules and regulations, and is also subject to insurance-related statutes, regulations and supervision by the U.S.

The Company also has an environmental risk working group composed of senior members of the Company’s credit, underwriting, surveillance, and risk management departments to review the impact of environmental risk on the Company, including the development of objective risk measures, metrics and methodologies needed to evaluate the financial impact of evolving climate conditions and extreme weather events on obligors in its insured portfolio on both aggregate and individual risk levels.

The Company is a public company subject to SEC rules and regulations.

It is also subject to insurance-related statutes, regulations and supervision by the U.S.

states and territories and the non-U.S.

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the degree and type of regulation varies from one jurisdiction to another.

In addition, from July 1, 2023, following the Sound Point Transaction, the Company participates in the asset management business through its ownership interest in Sound Point, which is a registered investment adviser with the SEC and subject to asset management-related statutes and regulations.

In addition, from July 1, 2023, following the Sound Point Transaction, the Company participates in the asset management business through its ownership interest in Sound Point, which is an investment adviser registered with the SEC that is subject to asset management-related statutes and regulations.

The Company expects that the statutes and regulations applicable to the Company and to Sound Point will continue to evolve for the foreseeable future.

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Insurance and Financial Services Regulation

AGL has one insurance subsidiary domiciled in the U.S., AG, a Maryland domiciled insurance company licensed to write financial guaranty insurance and reinsurance in 50 U.S.

states, the District of Columbia and Puerto Rico.

AGL has one insurance subsidiary domiciled in the U.S.;

AG is a Maryland domiciled insurance company licensed to write financial guaranty insurance and reinsurance in 50 U.S.

states, the District of Columbia, Guam, Puerto Rico and the U.S.

Virgin Islands.

Insurance Holding Company Regulation

AG is subject to the insurance holding company laws of Maryland, its domiciliary jurisdiction, as well as other jurisdictions where it is licensed to do insurance business.

These laws generally require AG to register with MIA and annually to furnish financial and other information about the operations of companies within its holding company system.

Generally, all transactions among companies in the holding company system to which AG is a party (including sales, loans, reinsurance agreements and service agreements) must be fair, reasonable and equitable, and, if material or of a specified category, such as reinsurance or service agreements, require prior notice to and approval or non-disapproval by the MIA.

These laws generally require AG to register with the MIA and annually to furnish financial and other information about the operations of companies within its holding company system.

Generally, all transactions between AG, on the one hand, and any companies in the holding company system, on the other, including sales, loans, reinsurance and service agreements, must be fair, reasonable and equitable, and, if material or of a specified category, such as reinsurance or service agreements, require prior notice to and approval or non-disapproval by the MIA.

Change of Control

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"Earned surplus" is that portion of AG’s surplus that represents the net earnings, gains or profits (after deduction of all losses) that have not been distributed to its shareholders as dividends or transferred to stated capital or capital surplus, or applied to other purposes permitted by law, but does not include unrealized capital gains and appreciation of assets.

See Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — Insurance Subsidiaries, for the maximum amount of dividends or other distributions that can be paid without regulatory approval, recent dividend and distribution history and other recent capital movements.

See Part II, Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — Insurance Subsidiaries, for the maximum amount of dividends or other distributions that can be paid without regulatory approval, recent dividend and distribution history and other recent capital movements.

Contingency Reserves

AG, under Maryland insurance law and regulations, must establish a contingency reserve, as reported on its statutory financial statements, to protect policyholders.

The Maryland insurance laws and regulations determine the calculation of the contingency reserve and the period of time over which it must be established and, subsequently, can be released.

In Maryland, releases from the insurer’s contingency reserve may be permitted under specified circumstances in the event that actual loss experience exceeds certain thresholds or if the reserve accumulated is deemed excessive in relation to the insurer's outstanding insured obligations.

AG is required by Maryland insurance law and regulations to establish a contingency reserve, as reported on its statutory financial statements, to protect policyholders.

Maryland insurance laws and regulations determine the calculation of the contingency reserve and the period of time over which it must be established and, subsequently, can be released.

Releases from an insurer’s contingency reserve may be permitted under specified circumstances in the event that actual loss experience exceeds certain thresholds or if the reserve accumulated is deemed excessive in relation to the insurer's outstanding insured obligations.

From time to time, AG has obtained the approval of the Maryland Commissioner to release contingency reserves based on losses or because the accumulated reserve is deemed excessive in relation to the insurer’s outstanding insured obligations.

Maryland laws and regulations require regular, quarterly contributions to contingency reserves, but such laws and regulations permit the discontinuation of such quarterly contributions to an insurer's contingency reserves when such insurer’s aggregate contingency reserves for a particular line of business (i.e., municipal or non-municipal) exceed the sum of the insurer’s outstanding principal for each specified category of obligations within the particular line of business multiplied by the

specified contingency reserve factor for each such category.

In accordance with such laws and regulations, and with the approval of the MIA, AG ceased making quarterly contributions to its contingency reserves for both municipal and non-municipal business beginning in the fourth quarter of 2014, but AG resumed its quarterly contributions to its contingency reserves for municipal business in the third quarter of 2024 due to the merger on August 1, 2024 of AGM with and into AG, with AG surviving.

Maryland insurance laws and regulations require regular, quarterly contributions to contingency reserves, but such laws and regulations permit the discontinuation of such quarterly contributions to an insurer's contingency reserves when the insurer’s aggregate contingency reserves for a particular line of business (i.e., municipal or non-municipal) exceed the sum of the insurer’s outstanding principal for each specified category of obligations within the particular line of business multiplied by the specified contingency reserve factor for each such category.

In accordance with such laws and regulations, and with the approval of the MIA, AG ceased making quarterly contributions to its contingency reserves for both municipal and non-municipal business beginning in the fourth quarter of 2014, but resumed its quarterly contributions to its contingency reserves for municipal business in the third quarter of 2024 due to the merger on August 1, 2024 of AGM with and into AG, with AG surviving.

The ongoing cessation of quarterly contributions to AG’s contingency reserves for non-municipal business is expected to continue for as long as AG satisfies the foregoing condition for such line of business.

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The Code of Maryland Regulations also establishes an aggregate risk limit on the basis of the aggregate net liability insured by a financial guaranty insurer as compared with its statutory capital.

“Aggregate net liability” is defined for this purpose as the outstanding principal and interest of guaranteed obligations insured, net of qualifying reinsurance and collateral.

“Aggregate net liability” is defined for this purpose (and the additional limits discussed below) as the outstanding principal and interest of guaranteed obligations insured, net of qualifying reinsurance and collateral.

Under this limit, an insurer’s combined policyholders’ surplus and contingency reserves must not be less than the sum of various percentages of aggregate net liability for various categories of specified obligations.

The percentage varies from 0.3333% for certain municipal obligations to 4.0% for certain non-investment-grade obligations.

As of December 31, 2024, the aggregate net liability of AG utilized approximately 27% of its policyholders’ surplus and contingency reserves.

The Maryland Commissioner has broad discretion to order a financial guaranty insurer to cease new business originations if the insurer fails to comply with single or aggregate risk limits, but, based on the Company’s experience, is likely to show a willingness to work with AG for isolated instances of non-compliance.

Other Limits Applicable to Financial Guaranty Insurers

The Code of Maryland Regulations, as well as the laws of other states where AG is licensed that specifically regulate financial guaranty insurance, limits a financial guaranty insurer’s aggregate net liability to municipal (and related) obligations that lack (i) an underlying investment grade rating or an investment grade designation from at least one NRSRO acceptable to the state’s insurance commissioner or superintendent (Investment Grade) or (ii) an underlying investment grade determination from the Securities Valuation Office of the National Association of Insurance Commissioners (BIG/Non-Rated Exposure).

Under the Code of Maryland Regulations, the BIG/Non-Rated Exposure limitation for an AA-rated insurer such as AG is 15% of the insurer’s aggregate net liability to all municipal (and related) obligations.

In other states the BIG/Non-Rated Exposure limitation is 5% of the insurer’s aggregate net liability to all municipal (and related) obligations regardless of the insurer’s rating.

The Code of Maryland Regulations and the laws of other states regulating financial guaranty insurance also generally prohibit financial guaranty insurers from insuring obligations not denominated in U.S.

dollars unless the insured currency is (a) that of an Organization for Economic Co-operation and Development country or other country whose sovereign rating is Investment Grade or (b) not disapproved by the state’s insurance commissioner or superintendent.

In addition, the Code of Maryland Regulations and other applicable laws limit the insurer’s aggregate net liability to such permitted non-U.S.

dollar obligations to 25% of the insurer’s aggregate net liability to all obligations (the FX Percentage).

The Maryland Commissioner and the state insurance commissioners or superintendents of the other states specifically regulating financial guaranty insurance generally have broad discretion to order a financial guaranty insurer to cease new business originations if the insurer fails to comply with single or aggregate risk limits or exceeds the BIG/Non-Rated Exposure limitation or FX Percentage, but, based on the Company’s experience, are likely to show a willingness to work with AG for isolated or temporary instances of non-compliance.

AG is subject to laws and regulations that require diversification of its investment portfolio and limit the amount of investments in certain asset categories, such as BIG fixed-maturity securities, foreign investments, real estate, equity investments, and derivatives.

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Group-wide supervision by the MIA results in additional regulatory oversight over Assured Guaranty, particularly with respect to group-wide enterprise risk, and may subject Assured Guaranty to new regulatory requirements and constraints.

In January 2026, the Insurance Amendment (No.

2) Act 2025 became operative, which provided for certain amendments to Bermuda’s Insurance Act 1978 impacting Bermuda’s insurance group supervision framework (Insurance Act Amendment).

The Insurance Act Amendment, among other things, imposes a mandatory requirement for the Bermuda Monetary Authority (BMA) to assume the role of group supervisor for Bermuda insurance groups meeting certain criteria, including groups with an ultimate parent entity incorporated or registered in Bermuda, such as Assured Guaranty.

The Insurance Act Amendment contemplates a transition period of one year.

Accordingly, Assured Guaranty expects that, after receipt of formal notice from the BMA confirming its role of group supervisor and completion of the transition period, the BMA will assume the role of its group supervisor, at which time Assured Guaranty will become subject to applicable group capital, reporting and governance requirements under Bermuda law.

Credit for Reinsurance Requirements for Non-U.S.

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Each NAIC Jurisdiction has adopted laws and regulations allowing for the elimination of reinsurance collateral requirements for unauthorized reinsurers in qualifying non-U.S.

jurisdictions that (i) meet specified requirements, such as minimum capital and surplus amounts and minimum solvency or capital ratios, and (ii) provide certain commitments to the ceding insurer’s domiciliary regulator, such as submission to jurisdiction and the filing of annual audited financial statements.

jurisdictions that (i) meet specified requirements, such as minimum capital and surplus amounts and

minimum solvency or capital ratios, and (ii) provide certain commitments to the ceding insurer’s domiciliary regulator, such as submission to jurisdiction and the filing of annual audited financial statements.

AG Re and AGRO are not licensed, accredited or approved in any state and have established trusts to secure their reinsurance obligations.

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Furthermore, private funds advised by Sound Point rely on exemptions from various requirements of the Securities Act, the Exchange Act, the U.S.

Investment Company Act of 1940, as

amended (the Investment Company Act), the Commodity Exchange Act and the U.S.

Investment Company Act of 1940, as amended (the Investment Company Act), the Commodity Exchange Act and the U.S.

Employee Retirement Income Security Act of 1974, as amended (ERISA).

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The Bermuda Monetary Authority (the Authority) regulates the Company’s operating insurance and reinsurance subsidiaries in Bermuda.

AG Re and AGRO are each an insurance company currently registered and licensed under the Insurance Act 1978 of Bermuda, amendments thereto and related regulations (collectively, the Insurance Act).

AG Re, AGRO, and Assured Life Re are each an insurance company currently registered and licensed under the Insurance Act 1978 of Bermuda, amendments thereto and related regulations (collectively, the Insurance Act).

AG Re is registered and licensed as a Class 3B insurer and is authorized to carry on general insurance business (as understood under the Insurance Act), subject to any conditions attached to its license and to compliance with the requirements imposed by the Insurance Act.

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AGRO is required to maintain both a general business fund and a long-term (life) business fund (as defined in the Insurance Act).

Assured Life Re is registered and licensed as a Bermuda Class E long-term (life) insurer, which is the license class for long-term (life) insurers with total assets of more than $500 million.

Bermuda Insurance Regulation

The Insurance Act, as enforced by the Authority, imposes on AG Re and AGRO a variety of requirements and restrictions, including the filing of annual U.S.

The Insurance Act, as enforced by the Authority, imposes on AG Re, AGRO, and Assured Life Re a variety of requirements and restrictions, including the filing of annual U.S.

GAAP financial statements and audited statutory financial statements;

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Minimum Solvency Margin and Enhanced Capital Requirements

Under the Insurance Act, AG Re and AGRO must each ensure that the value of its general business statutory assets exceeds the amount of its general business statutory liabilities by an amount greater than a prescribed minimum solvency margin and each company’s applicable enhanced capital requirement, which is established by reference to either its Bermuda Solvency Capital Requirement (BSCR) model or an approved internal capital model.

Under the Insurance Act, AG Re, AGRO, and Assured Life Re must each ensure that the value of its general business statutory assets exceeds the amount of its general business statutory liabilities by an amount greater than a prescribed minimum solvency margin and each company’s applicable enhanced capital requirement, which is established by reference to either its Bermuda Solvency Capital Requirement (BSCR) model or an approved internal capital model.

The BSCR model is a risk-based capital model which provides a method for determining an insurer’s capital requirements (statutory economic capital and surplus) by establishing capital requirements for ten categories of risk in the insurer’s business:

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Restrictions on Dividends and Distributions

The Insurance Act limits the declaration and payment of dividends by AG Re and AGRO, including by prohibiting each company from declaring or paying any dividends during any financial year if it is in breach of its prescribed minimum solvency margin, minimum liquidity ratio or enhanced capital requirement, or if the declaration or payment of such dividends would cause such a breach.

The Insurance Act limits the declaration and payment of dividends by AG Re, AGRO, and Assured Life Re, including by prohibiting each company from declaring or paying any dividends during any financial year if it is in breach of its prescribed minimum solvency margin, minimum liquidity ratio or enhanced capital requirement, or if the declaration or payment of such dividends would cause such a breach.

Dividends cannot exceed an insurer’s current outstanding statutory surplus.

In accordance with the Insurance Act, AG Re and AGRO may declare or pay in any financial year dividends of up to 25% of its total statutory capital and surplus (as shown on its previous financial year’s statutory balance sheet) without seeking prior approval from the Authority.

AG Re and AGRO dividend declarations or payments in excess of this 25% threshold in any financial year are prohibited without certification to the Authority that the Company will continue to meet its relevant margins.

The Insurance Act also prohibits AGRO, as a Class C licensed insurer writing long-term (life) business, from declaring or paying any dividends to any person other than a policyholder unless its approved actuary certifies that the proposed amount of the dividend would not exceed the excess of funds available to satisfy its long-term (life) business obligations.

Further, AG Re and AGRO are permitted to make capital distributions of up to 15% of its prior year statutory capital (as shown in its previous financial year statutory balance sheet).

AG Re and AGRO must obtain the Authority’s prior approval before making capital distributions in excess of the 15% threshold.

In accordance with the Insurance Act, AG Re, AGRO, and Assured Life Re may declare or pay in any financial year dividends of up to 25% of its total statutory capital and surplus (as shown on its previous financial year’s statutory balance sheet) without seeking prior

approval from the Authority.

AG Re, AGRO, and Assured Life Re are prohibited from making dividend declarations or payments in excess of this 25% threshold in any financial year without certification to the Authority that the company will continue to meet its relevant margins.

The Insurance Act also prohibits AGRO and Assured Life Re, as Class C and Class E licensed long-term (life) insurers, respectively, from declaring or paying any dividends to any person other than a policyholder unless its approved actuary certifies that the proposed amount of the dividend would not exceed the excess of funds available to satisfy its long-term (life) business obligations.

Further, AG Re, AGRO, and Assured Life Re are permitted to make capital distributions of up to 15% of its prior year statutory capital (as shown in its previous financial year statutory balance sheet).

AG Re, AGRO, and Assured Life Re must obtain the Authority’s prior approval before making capital distributions in excess of the 15% threshold.

See “Minimum Solvency Margin and Enhanced Capital Requirements” above and “Minimum Liquidity Ratio” below.

The Companies Act 1981 of Bermuda (Companies Act) also limits the declaration and payment of dividends and other distributions by Bermuda companies such as AGL and its Bermuda subsidiaries, which, in addition to AG Re and AGRO, also include Cedar Personnel Ltd.

(collectively, the Bermuda Subsidiaries).

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The relevant liabilities are total general business insurance reserves and total other liabilities less deferred income tax and sundry liabilities (by interpretation, those not specifically defined) and letters of credit, corporate guaranties and other instruments.

Personal Information Protection Act 2016

The Personal Information Protection Act 2016 (PIPA) is the principal Bermuda legislation regulating the right to personal informational privacy.

In December 2016, PIPA sections relating generally to the establishment, staffing, funding, and general powers of the Privacy Commissioner came into force and in January 2020 a Privacy Commissioner was appointed.

On January 1, 2025, PIPA was fully implemented.

PIPA applies to every organization (which includes any individual, entity or public authority) that uses personal information in Bermuda where that personal information is used by automated or other means which form, or are intended to form, part of a structured filing system.

For the purposes of PIPA, “personal information” means any information about an identified or identifiable individual (meaning a natural person), and “use” or “using” are very broadly defined and effectively include possessing or carrying out any operation on personal information.

AGL and its Bermuda subsidiaries are subject to PIPA requirements.

As such, to the extent that AGL or the Bermuda Subsidiaries use individuals’ personal information in Bermuda, such entity will need to comply with the applicable sections of PIPA.

Beneficial Ownership

The Beneficial Ownership Act 2025 (BO Act) came into force on November 3, 2025 requiring certain legal persons in Bermuda to identify beneficial owners and maintain a beneficial ownership register.

For so long as AGL’s shares are listed on an “appointed stock exchange” (which includes the New York Stock Exchange), AGL and its Bermuda Subsidiaries are exempted from the requirements of the BO Act, save for the requirement to confirm such exempted status with the Registrar of Companies in Bermuda and file with the Registrar of Companies in Bermuda proof of that exemption including the name and jurisdiction of the relevant stock exchange.

Certain Other Bermuda Law Considerations

Although AGL is incorporated in Bermuda, it is classified as a non-resident of Bermuda for exchange control purposes by the Authority.

Pursuant to its non-resident status, AGL may engage in transactions in currencies other than Bermuda dollars

and there are no restrictions on its ability to transfer funds (other than funds denominated in Bermuda dollars) in and out of Bermuda or to pay dividends to U.S.

Pursuant to its non-resident status, AGL may engage in transactions in currencies other than Bermuda dollars and there are no restrictions on its ability to transfer funds (other than funds denominated in Bermuda dollars) in and out of Bermuda or to pay dividends to U.S.

residents who are holders of its common shares.

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AGFOL is not authorized as an insurer and does not itself take risk in the transactions it arranges or places.

AGUK also is the principal of Assured Guaranty Credit Protection Ltd.

Prior to 2009, AGCPL entered into a limited number of derivative contracts, some of which are still outstanding, that provide credit protection on certain referenced obligations.

AGUK guarantees AGCPL’s obligations under such derivative contracts.

AGCPL is not authorized by the PRA or FCA, but is an appointed representative of AGUK.

This means that AGCPL can carry on insurance distribution activities without a license because AGUK has regulatory responsibility for it.

PRA Supervision and Enforcement

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Its risk assessment framework looks at the insurer’s risk context, the potential impact of failure of the insurer and mitigating factors.

AGUK calculates its minimum required capital according to the solvency criteria applicable in the UK and is in compliance.

Regulatory Requirements

In 2010, it was agreed between AGUK’s management and its then regulator, the Financial Services Authority (now the PRA), that new business written by AGUK would be guaranteed using a co-guarantee structure pursuant to which AGUK would co-guarantee municipal and infrastructure transactions with AGM and structured finance transactions with AG.

result of the merger on August 1, 2024 of AGM with and into AG, with AG surviving, the co-guarantor for both types of transactions is now AG.

AGUK’s financial guaranty for each transaction covers a proportionate share (currently fixed from 2018 at 15%) of the total exposure, and AG guarantees the remaining exposure under the transaction.

AG will also provide a second-to-pay guaranty to cover AGUK’s financial guaranty.

See “—Business—Insurance—Support of the European Insurance Subsidiaries.”

As a result of the merger on August 1, 2024 of AGM with and into AG, with AG surviving, the co-guarantor for both types of transactions is now AG.

AGUK’s financial guaranty for each transaction covers a proportionate share of the total exposure, and AG guarantees the remaining exposure under the transaction.

Under the current co-guarantee structure effective January 1, 2026 (i) AGUK directly guarantees 50% of the obligations issued in a particular transaction, subject to a guaranteed original principal amount limit of £100 million per transaction;

(ii) AG directly guarantees 50% of the issued obligations, plus any principal amounts in excess of the foregoing AGUK limit;

and (iii) AG also provides a second-to-pay guarantee for AGUK’s guaranteed portion of the obligations.

For the 12-month period ending December 31, 2025, the co-guarantee structure split was 15% AGUK and 85% AG.

See “—Insurance—Support of the European Insurance Subsidiaries.”

Solvency UK and Solvency Requirements

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On December 31, 2024, as part of Brexit reform, the U.K.

government revoked Solvency II in the U.K and the prudential regime provisions for insurers were moved and assimilated into the PRA’s Rulebook and policy material (Solvency UK).

government revoked Solvency II in the U.K.

and the prudential regime provisions for insurers were moved and assimilated into the PRA’s Rulebook and policy material (Solvency UK).

Solvency UK provides rules on capital adequacy, governance and risk management and regulatory reporting and public disclosure.

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AGUK calculates its solvency capital requirements using the Standard Formula under Solvency UK which establishes capital requirements for underwriting risk, market risk, counterparty default risk and operational risk.

AGUK calculates its minimum required capital according to the solvency criteria applicable in the UK and is in compliance.

Restrictions on Dividend Payments

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As an insurance company licensed in France, AGE is regulated by the ACPR and is subject to the provisions of Solvency II as well as related EU delegated regulations as implemented in France, and by the French Insurance Code and the Monetary and Financial Code, both of which set out the primary rules governing the insurance industry in France.

accordance with French insurance regulation and Solvency II, AGE is permitted to carry on its activities in the countries of the EEA where it is authorized to operate under the freedom to provide services regime.

In accordance with French insurance regulation and Solvency II, AGE is permitted to carry on its activities in the countries of the EEA where it is authorized to operate under the freedom to provide services regime.

French regulation of insurance companies imposes on AGE a variety of requirements and restrictions, including minimum solvency capital requirements;

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As a matter of principle, the ACPR has 60 business days from the date on which it acknowledges receipt of the notification of the transaction to notify the reporting entity and the insurance company whose ownership change is contemplated of its refusal or approval of the transaction.

In approving or refusing the transaction, the ACPR takes into account various factors, including the reputation of the acquirer, the effect of the transaction on the business and the management of the company, the impact of the transaction on the financial strength of the company, or the ability of the company to continue to comply with applicable regulation.

company, the impact of the transaction on the financial strength of the company, or the ability of the company to continue to comply with applicable regulation.

Human Capital Management

The Company recognizes that its workforce, as a key driver of long-term performance, is among its most valued assets.

Accordingly, the Company’s key human capital management objectives are to attract, hire, retain, develop, and support the highest quality employees, including talented and experienced business leaders who drive its corporate strategies and build long-term shareholder value.

Accordingly, the Company’s principal human capital management objectives are to attract, hire, retain, develop, and support the highest quality employees, including talented and experienced business leaders who drive its corporate strategies and build long-term shareholder value.

To promote these objectives, the Company’s human capital management programs are designed to reward and support employees with competitive compensation and benefit packages in each of its locations around the globe, and with professional development opportunities to cultivate talented employees and prepare them for critical roles and future leadership positions.

As of December 31, 2025, the Company employed 367 people worldwide.

Approximately 40% of the Company’s workforce is female and 60% is male.

The average tenure is approximately 13 years.

Other than in the EEA, none of the Company’s employees are subject to collective bargaining agreements.

The Company believes its employee relations are satisfactory.

Talent Acquisition, Development and Retention

The Company employs a number of talent acquisition strategies as part of its recruiting practices, including casting a wide net in order to deliberately reach and attract the best and broadest applicant pool, while at the same time ensuring all employment decisions are made in compliance with applicable law.

Talent Development and Retention

Learning and Development .

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To support the advancement of its employees, the Company endeavors to strengthen their knowledge and skills by providing access to training, including in leadership, management and effective communication skills, mentoring opportunities, as well as tuition reimbursement assistance.

The Company believes its culture is collegial and collaborative and this fosters informal mentoring and learning.

The Company also has a formal one-on-one mentoring program, made available to all employees, to provide an additional learning resource for its employees, facilitate the onboarding of new recruits and reinforce connectedness.

The Company believes its culture is collegial, collaborative and conducive to informal mentorship, knowledge sharing, and the development of role-related skills.

In addition, all employees have access to a formal one-on-one mentoring program as well as mentoring circles which provide additional learning resources, facilitate the onboarding of new recruits and reinforce connectedness.

Compensation and Benefits .

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In addition, the Company conducts periodic reviews of its compensation program and works with independent compensation and benefits consultants to help ensure that its compensation program reflects best practices and current market standards.

The Board's Compensation Committee is updated quarterly on different aspects of the Company' s compensation program, practices, and progress.

Ethical and Respectful Conduct.

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In addition, the Company works to provide and support a respectful and inclusive environment that values the abilities of each employee, which the Company believes leads to enhanced engagement, maximizing individual performance, and improving retention.

The Company believes education and awareness are critical components in promoting the Company's cultural values across the organization.

Education and awareness are critical components in promoting the Company's cultural values across the organization.

Upon onboarding and annually, the Company requires all employees to complete training in the Company's Global Code of Ethics as well as its policies on the prevention of sexual harassment and discrimination.

The Company also provides additional targeted training and guidance to specific personnel regarding anti-fraud, anti-bribery and anti-corruption related matters.

Employee Resource Groups .

In an effort to create community and encourage employees to engage with and support one another, Assured Guaranty established five employee resource groups (ERGs), selected based on employee feedback.

Membership in the ERGs is voluntary and open to all employees, regardless of whether they identify with the group’s characteristics.

Because the ERGs are employee-led, they provide additional opportunities for employees to develop and demonstrate their leadership and organizational skills.

Each ERG is supported by two executive sponsors, a member and an ally, who offer guidance and advocate on behalf of the group.

Employee-led Initiatives .

The Company supports several employee-led initiatives that enable employees to influence and enhance the employee experience.

Employee-led initiatives also provide additional opportunities for employees to develop

and demonstrate their leadership and organizational skills, engage with colleagues across departments and offices, and champion programs and causes they value.

Assured Guaranty has five employee resource groups (ERGs), selected based on employee feedback.

Membership in the ERGs is voluntary and open to all employees, regardless of whether they identify with the group’s focus, and all of our ERGs include members who do not share those characteristics.

The ERGs prepare strategic plans that incorporate the Company’s business objectives into their programming.

The ERGs align with the Company’s initiatives by providing mentorship, career development training, and assisting the Company in its efforts to retain, develop and promote its employees and to foster a more collaborative and collegial culture.

Employee-led Diversity and Inclusion Committee.

The Company’s employee-led Diversity and Inclusion Committee (D&I Committee) is a critical ally in the Company's efforts to encourage cultural awareness, support a diverse workforce, and foster inclusion.

The D&I Committee is composed of dedicated employees with different backgrounds, points of view, levels of seniority and tenure with the Company, who provide input into the Company's initiatives supporting its long-standing commitment to anti-discrimination and equal opportunity in the workplace.

The Company also has two employee-led committees:

one committee that directs its philanthropic efforts by selecting charitable organizations with which to partner and by sourcing community volunteer activities, and a second committee that works to promote an inclusive culture in support of the Company’s commitment to anti-discrimination and equal opportunity in the workplace.

Employee Engagement;

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The Board’s Environmental and Social Responsibility Committee and Compensation Committee, pursuant to their respective charters, provide oversight of the Company’s human capital management strategies, policies, and initiatives.

The Environmental and Social Responsibility Committee is periodically updated on employee engagement, learning and development programs, culture and workplace safety, and initiatives of the employee-led D&I Committee, Corporate Philanthropy Committee and ERGs.

The Compensation Committee, which is advised by an independent compensation consultant, is responsible for the oversight of management development and evaluation of succession planning for senior management, and a review of the Company’s senior management compensation benchmarked against a comparison group.

AGL’s Board members also support the Company’s programming by participating in events sponsored by the Company’s ERGs and D&I Committee.

The Environmental and Social Responsibility Committee is periodically updated on employee engagement, learning and development programs, culture and workplace safety.

The Compensation Committee, which is advised by an independent compensation consultant, is responsible for the oversight of management development and evaluation of succession planning for senior management, and a review of the Company’s compensation programs and practices, including senior management compensation benchmarked against a comparison group.

United States Tax Reform

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As discussed in more detail below, the TCJA also revised the rules applicable to passive foreign investment companies (PFICs) and controlled foreign corporations (CFCs).

On July 4, 2025, the U.S.

Congress passed budget reconciliation bill H.R.

1 referred to as the One Big Beautiful Bill Act (OBBBA).

The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the TCJA, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The Company is currently assessing the impact on its consolidated financial statements, but does not expect it to have a material impact.

Further, it is possible that other legislation could be introduced and enacted by the current Congress or future Congresses that could have an adverse impact on the Company.

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The Company cannot be certain if, when or in what form such regulations or pronouncements may be provided and whether such guidance will have a retroactive effect.

See Part II, Item 8, Financial Statements and Supplementary Data, Note 13, Income Taxes.

See Part II, Item 8.

Financial Statements and Supplementary Data, Note 13.

Income Taxes.

Taxation of AGL and Subsidiaries

On December 27, 2023, the Bermuda government enacted the Corporate Income Tax Act 2023 (the CIT Act), which imposes a corporate income tax at the rate of 15% to in-scope entities for accounting periods starting on or after January 1, 2025.

On December 27, 2023, the Government of Bermuda enacted the Corporate Income Tax Act 2023 (the CIT Act), which imposes a corporate income tax at the rate of 15% to in-scope entities for accounting periods starting on or after January

Entities subject to tax under the CIT Act are the Bermuda tax resident entities of multinational groups that have annual revenues of €750 million or greater for at least two of the last four fiscal years.

However, a Bermuda tax resident’s entity’s liability under the CIT Act is subject to the application of any foreign tax credits (FTC) that may arise if the entity’s income is taxed in a jurisdiction outside Bermuda.

The CIT Act also contains a number of adjustments to an entity’s net income for tax purposes, including transitional adjustments such as the economic transition adjustment (ETA) which, broadly, permits certain deferred tax assets to be utilized against future liabilities as a result of a step-up in the tax basis of assets and liabilities as of September 30, 2023 for those entities that are (or will be) subject to the CIT Act but were Bermuda tax resident as of the step-up date.

The CIT Act also contains a number of adjustments to an entity’s net income for tax purposes, including transitional adjustments such as the economic transition adjustment (ETA) which, broadly, permits certain deferred tax assets to be utilized against future liabilities as a result of a step-up in the tax basis of certain assets and liabilities as of September 30, 2023 for those entities that are (or will be) subject to the CIT Act but were Bermuda tax resident as of the step-up date.

Under the CIT Act of Bermuda, any liability for the tax will apply regardless of any assurances previously provided under the Exempted Undertakings Tax Protection Act 1966 of Bermuda.

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contacts of AGL and its non-U.S.

subsidiaries (except AGRO, which elected to be taxed as a U.S.

subsidiaries (except for its non-U.S.

subsidiaries that elect to be taxed as a U.S.

corporation) so that they should not be engaged in a trade or business in the U.S.

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If AG Re or another of the Company’s Bermuda subsidiaries is considered to be engaged in the conduct of an insurance business in the U.S.

and is not entitled to the benefits of the Bermuda Treaty in general (because it fails to satisfy one of the limitations on treaty benefits discussed above), the Internal Revenue Code of 1986,

as amended (the Code), could subject a significant portion of AG Re’s or another of the Company’s Bermuda subsidiary’s investment income to U.S.

and is not entitled to the benefits of the Bermuda Treaty in general (because it fails to satisfy one of the limitations on treaty benefits discussed above), the Internal Revenue Code of 1986, as amended (the Code), could subject a significant portion of AG Re’s or another of the Company’s Bermuda subsidiary’s investment income to U.S.

AGL, as a U.K.

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at regular corporate rates.

The Company is currently evaluating the U.S.

federal tax purpose of Assured Life Re.

If AGRO were to pay dividends to its U.S.

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Through a series of complex interlocking rules, the intended effect is that low or no taxed profits would be subject to tax at an overall rate of at least 15%.

Risk Factors, Risks Related to Taxation captioned “AGL may, and AG Re and AGRO will, become subject to taxes in Bermuda, which may adversely affect the Company’s future results of operations and an investment in the Company” and “Assured Guaranty’s financial results may be affected by measures taken in response to the OECD BEPS project.”

Risk Factors — Risks Related to Taxation captioned “AGL may become, and AG Re and AGRO are, subject to taxes in Bermuda, which may adversely affect the Company’s future results of operations and an investment in the Company” and “Assured Guaranty’s financial results may be affected by measures taken in response to the OECD BEPS project.”

Taxation of Shareholders

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“Subpart F income” of a non-U.S.

insurance corporation typically includes foreign personal holding company income (such as interest, dividends and other types of passive income), as well as insurance and reinsurance income (including underwriting and investment income).

insurance corporation typically includes foreign personal holding company income (such as interest, dividends and other types of passive income), as well as insurance and reinsurance income

(including underwriting and investment income).

corporation is considered a CFC if 10% U.S.

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Person’s share, if any, of certain prior-year deficits in earnings and profits.

The Foreign Insurance Subsidiaries intend to operate in a manner that is intended to ensure that each qualifies for either the 20% Gross Income Exception or 20% Ownership Exception.

The Foreign Insurance

Subsidiaries intend to operate in a manner that is intended to ensure that each qualifies for either the 20% Gross Income Exception or 20% Ownership Exception.

Computation of RPII.

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For any taxable year in which AGL determines that neither the 20% Gross Income Exception nor the 20% Ownership Exception applies, AGL will provide to all U.S.

Persons registered as shareholders of its shares a completed IRS Form 5471 or

the relevant information necessary to complete the form.

Persons registered as shareholders of its shares a completed IRS Form 5471 or the relevant information necessary to complete the form.

Failure to file IRS Form 5471 may result in penalties.

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In general, a shareholder receives an "excess distribution" if the amount of the distribution is more than 125% of the average distribution with respect to the common shares during the three preceding taxable years (or shorter period during which the taxpayer held common shares).

In general, the penalty tax is

equivalent to an interest charge on taxes that are deemed due during the period the shareholder owned the common shares, computed by assuming that the excess distribution or gain (in the case of a sale) with respect to the common shares was taken in equal portion at the highest applicable tax rate on ordinary income throughout the shareholder's period of ownership.

In general, the penalty tax is equivalent to an interest charge on taxes that are deemed due during the period the shareholder owned the common shares, computed by assuming that the excess distribution or gain (in the case of a sale) with respect to the common shares was taken in equal portion at the highest applicable tax rate on ordinary income throughout the shareholder's period of ownership.

The interest charge is equal to the applicable rate imposed on underpayments of U.S.

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Foreign tax credit.

Persons own a majority of AGL’s common shares, only a portion of the current income inclusions, if any, under the CFC, RPII and PFIC rules and of dividends paid by AGL (including any gain from the sale of common shares that is treated as a dividend under section 1248 of the Code) will be treated as foreign source income for

purposes of computing a shareholder’s U.S.

foreign tax credit limitations.

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Information Reporting and Backup Withholding on Distributions and Disposition Proceeds.

Information returns may be filed with the IRS in connection with distributions on AGL’s common shares and the proceeds from a sale or other disposition of AGL’s common shares unless the holder of AGL’s common shares establishes an exemption from the information reporting rules.

information reporting rules.

A holder of common shares that does not establish such an exemption may be subject to U.S.

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The Company also makes available, free of charge, through its website (under assuredguaranty.com/governance ) links to the Company’s Corporate Governance Guidelines, its Global Code of Ethics, AGL's Bye-Laws and the charters for its Board committees, as well as certain of the Company's environmental and social policies and statements.

In addition, the SEC

maintains an Internet site (at sec.gov ) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

In addition, the SEC maintains an Internet site (at sec.gov ) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

The Company routinely posts important information for investors on its website (under assuredguaranty.com/company-statements and, more generally, under the Investor Information tab at assuredguaranty.com/investor-information and Businesses tab at assuredguaranty.com/businesses ).

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The Company uses its website and may use its social media account as a means of disclosing material information and for complying with its disclosure obligations under SEC Regulation FD (Fair Disclosure).

Accordingly, investors should monitor the Company Statements, Investor Information and Businesses portions of the Company’s website as well as the Company’s social media account on LinkedIn, in addition to following the Company’s press releases, SEC filings, public conference calls, presentations and webcasts.

Accordingly, investors should monitor the Company Statements, Investor Information and Businesses portions of the

Company’s website as well as the Company’s social media account on LinkedIn, in addition to following the Company’s press releases, SEC filings, public conference calls, presentations and webcasts.

The information contained on, or that may be accessed through, the Company’s website is not incorporated by reference into, and is not a part of, this report.

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.

What changed 10-K

Item 1. Business