15 unchanged sentences
Based on this evaluation, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2025 based on criteria in the 2013 Internal Control-Integrated Framework issued by the COSO.
−Removed: The effectiveness of the Company’s internal control over financial reporting as of December 31, 2024 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their “Report of Independent Registered Public Accounting Firm” included in Item 8, Financial Statements and Supplementary Data.
+Added: The effectiveness of the Company’s internal control over financial reporting as of December 31, 2025 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their “Report of Independent Registered Public Accounting Firm” included in Item 8.
+Added: Financial Statements and Supplementary Data.
OTHER INFORMATION
29 unchanged sentences
The following financial statements of Assured Guaranty Ltd.
−Removed: have been included in, Part II, Item 8, Financial Statements and Supplementary Data, hereof:
+Added: have been included in, Part II, Item 8.
+Added: Financial Statements and Supplementary Data, hereof:
Report of Independent Registered Public Accounting Firm
11 unchanged sentences
to Form 8-K filed on April 5, 2023)
+Added: 2.2 Sale and Purchase Agreement, dated January 21, 2026, among Assured Guaranty UK Holdings Ltd, Long Duration Financing Sub LLC, Blue Owl GP Stakes V (B) LP, Axonic Capital LLC and Axonic Funding (Cayman) LP (Incorporated by reference to Exhibit 2.1 to Form 8-K filed on January 21, 2026)+
+Added: 2.3 Warranty Deed, dated January 21, 2026, by and between Assured Guaranty UK Holdings Ltd and Warwick Company (UK) Limited (Incorporated by reference to Exhibit 2.2 to Form 8-K filed on January 21, 2026)+
3.1 Certificate of Incorporation and Memorandum of Association of the Registrant, as amended by Certificate of Incorporation on Change of Name dated March 30, 2004 and Certificate of Deposit of Memorandum of Increase of Capital dated April 21, 2004 (Incorporated by reference to Exhibit 3.1 to Form 10-K for the year ended December 31, 2009)
12 unchanged sentences
and The Bank of New York, as trustee (Incorporated by reference to Exhibit 4.2 to Form 8-K filed on December 20, 2006)
+Added: Description of Document
4.7 Replacement Capital Covenant, dated as of December 20, 2006, between Assured Guaranty U.S.
Holdings Inc.
−Removed: and Assured Guaranty Ltd., in favor of and for the benefit of each Covered Debtholder (as defined therein) (Incorporated by reference to Exhibit 4.1 to Form 8-K filed on December 20, 2006)
+Added: and Assured Guaranty Ltd., in favor of and for the benefit of each Covered Debt holder (as defined therein) (Incorporated by reference to Exhibit 4.1 to Form 8-K filed on December 20, 2006)
4.8 Replacement Capital Covenant, dated as of November 22, 2006, by Financial Security Assurance Holdings Ltd.
(Incorporated by reference to Exhibit 10.5 to Financial Security Assurance Holdings Ltd.'s Form 8-K filed on November 28, 2006)
−Removed: Description of Document
4.9 Amended and Restated Trust Indenture dated as of February 24, 1999 between Financial Security Assurance Holdings Ltd.
35 unchanged sentences
10.11 Schedule to the 1992 Master Agreement, Guaranteed Put Contract, dated as of June 30, 2009 among Dexia Crédit Local S.A., Dexia SA and FSA Asset Management LLC (Incorporated by reference to Exhibit 10.3.2 to Form 8-K filed on July 8, 2009)
+Added: Description of Document
10.12 Put Option Confirmation, Guaranteed Put Contract, dated June 30, 2009 to FSA Asset Management LLC from Dexia SA and Dexia Crédit Local S.A.
2 unchanged sentences
and Dexia SA and FSA Asset Management LLC (Incorporated by reference to Exhibit 10.3.4 to Form 8-K filed on July 8, 2009)
−Removed: Description of Document
10.14 ISDA Master Agreement (Multicurrency-Cross Border) dated as of June 30, 2009 among Dexia SA, Dexia Crédit Local S.A.
31 unchanged sentences
10.29 Amended and Restated Pledge and Intercreditor Agreement, dated as of February 20, 2009, between Dexia Crédit Local, Dexia Bank Belgium S.A., Financial Security Assurance Inc., FSA Asset Management LLC, FSA Capital Markets Services LLC and FSA Capital Management Services LLC (Incorporated by reference to Exhibit 10.19 to Financial Security Assurance Holdings Ltd.'s Form 10-K for the year ended December 31, 2008)
+Added: Description of Document
10.30 Put Option Agreement, dated as of June 23, 2003 by and between FSA and Sutton Capital Trust I (Incorporated by reference to Exhibit 99.5 to Financial Security Assurance Holdings Ltd.’s Form 10-Q for the quarter ended June 30, 2003)
10.31 Put Option Agreement, dated as of June 23, 2003 by and between FSA and Sutton Capital Trust II (Incorporated by reference to Exhibit 99.6 to Financial Security Assurance Holdings Ltd.’s Form 10-Q for the quarter ended June 30, 2003)
−Removed: Description of Document
10.32 Put Option Agreement, dated as of June 23, 2003 by and between FSA and Sutton Capital Trust III (Incorporated by reference to Exhibit 99.7 to Financial Security Assurance Holdings Ltd.’s Form 10-Q for the quarter ended June 30, 2003)
13 unchanged sentences
10.40 Assured Guaranty Ltd.
−Removed: 2024 Long-Term Incentive Plan*
+Added: 2024 Long-Term Incentive Plan ( Incorporated by reference to Exhibit 10.40 to form 10-K for the year ended December 31, 2024) *
10.41 Assured Guaranty Ltd.
21 unchanged sentences
2004 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.2 to Form 10-Q for the quarter ended March 31, 2022)*
−Removed: 10.53 2021 Form of Executive Restricted Stock Unit Agreement under the Assured Guaranty Ltd.
−Removed: 2004 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.3 to Form 10-Q for the quarter ended March 31, 2021) *
−Removed: 10.54 Separation Agreement, dated as of December 21, 2021, between the Company and Russell B.
−Removed: Brewer II (Incorporated by reference to 10.72 to Form 10-K for the year ended December 31, 2021 )*
−Removed: 10.55 2022 Form of Executive TSR Performance Based Restricted Stock Unit Agreement under the Assured Guaranty Ltd.
−Removed: 2004 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended March 31, 2022)*
Description of Document
−Removed: 10.56 2022 Form of Executive ABV Performance Based Restricted Stock Unit Agreement under the Assured Guaranty Ltd.
−Removed: 2004 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.2 to Form 10-Q for the quarter ended March 31, 2022)*
10.53 2022 Form of Executive Restricted Stock Unit Agreement under the Assured Guaranty Ltd.
28 unchanged sentences
10.68 Assured Guaranty Ltd.
−Removed: Perquisite Policy, established February 9, 2012, and amended and restated on February 19, 2025*
+Added: Perquisite Policy, established February 9, 2012, and amended and restated on February 19, 2025 (Incorporated by reference to Exhibit 10.72 to Form 10-K for the year ended December 31, 2024)*
10.69 2025 Form of Executive TSR Performance Based Restricted Share Unit Agreement under the Assured Guaranty Ltd.
−Removed: 2024 Long-Term Incentive Plan*
+Added: 2024 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.73 to Form 10-K for the year ended December 31, 2024)*
10.70 2025 Form of Executive ABV Performance Based Restricted Share Unit Agreement under the Assured Guaranty Ltd.
−Removed: 2024 Long-Term Incentive Plan*
+Added: 2024 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.74 to Form 10-K for the year ended December 31, 2024)*
10.71 2025 Form of Executive Restricted Share Unit Agreement under the Assured Guaranty Ltd.
−Removed: 2024 Long-Term Incentive Plan*
+Added: 2024 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.75 to Form 10-K for the year ended December 31, 2024)*
10.72 2025 Form of Executive Non-Equity Incentive Award Agreement under the Assured Guaranty Ltd.
−Removed: 2024 Long-Term Incentive Plan*
+Added: 2024 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.76 to Form 10-K for the year ended December 31, 2024)*
10.73 2025 Form of Special Award Five-Year Restricted Share Unit Agreement under the Assured Guaranty Ltd.
−Removed: 2024 Long-Term Incentive Plan*
+Added: 2024 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.77 to Form 10-K for the year ended December 31, 2024)*
+Added: 10.74 Form of Restricted Share Agreement for Non-Executive Directors under the Assured Guaranty Ltd.
+Added: 2024 Long-Term Incentive Plan, as in effect for awards commencing in 2025 (Incorporated by reference to Exhibit 10.1 to Form 10-K for the quarter ended March 31, 2025)*
19.1 Global Restrictions on Trading Policy
21.1 Subsidiaries of the Registrant
+Added: Description of Document
22.0 Subsidiary Guarantors and Issuers of Guaranteed Securities
1 unchanged sentence
31.1 Certification of CEO Pursuant to Exchange Act Rules 13A-14 and 15D-14, as Adopted Pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002
−Removed: Description of Document
31.2 Certification of CFO Pursuant to Exchange Act Rules 13A-14 and 15D-14, as Adopted Pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002
6 unchanged sentences
101.1 The following financial information from Assured Guaranty Ltd.’s Annual Report on Form 10-K for the year ended December 31, 2025 formatted in inline XBRL:
−Removed: (i) Consolidated Balance Sheets at December 31, 2024 and 2023;
+Added: (i) Consolidated Balance Sheets as of December 31, 2025 and 2024;
(ii) Consolidated Statements of Operations for the years ended December 31, 2025, 2024 and 2023;
5 unchanged sentences
* Management contract or compensatory plan
+Added: + Certain schedules and portions of exhibits have been omitted from this filing pursuant to Item 601(a)(5) and Item 601(b)(2) of Regulation S-K.
+Added: A copy of any omitted information will be furnished to the Securities and Exchange Commission upon request.
+Added: In addition, certain personally identifiable information has been omitted from this exhibit pursuant to Item 601(a)(6) of Regulation S-K.
FORM 10-K SUMMARY
26 unchanged sentences
Director February 27, 2026
−Removed: Name Position Date
/s/ Courtney C.
Director February 27, 2026
+Added: /s/ Antonio Ursano, Jr.
+Added: Director February 27, 2026
+Added: Antonio Ursano, Jr.
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.