Assured Guaranty (NYSE: AGO) risk chief granted RSUs, withholds shares for tax

Rhea-AI Filing Summary

Assured Guaranty Ltd Chief Risk Officer reports equity award and tax share withholding. Jorge A. Gana received a grant of 3,672 restricted share units on 2/20/2026 under the Assured Guaranty Ltd. 2024 Long-Term Incentive Plan, which generally vest on 2/20/2029 if he remains employed, with one Common Share delivered for each vested unit.

On 2/22/2026, 348 Common Shares were withheld at $88.39 per share to cover tax liability related to the award, leaving him with 29,863 Common Shares held directly after the tax-withholding transaction.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gana Jorge A.

(Last) (First) (Middle)

30 WOODBOURNE AVENUE

5TH FLOOR

(Street)

HAMILTON D0 HM 08

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ASSURED GUARANTY LTD [ AGO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Risk Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	02/20/2026		A		3,672	A	$0(1)	30,211	D
Common Shares	02/22/2026		F		348(2)	D	$88.39	29,863	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted share units awarded pursuant to the Assured Guaranty Ltd. 2024 Long-Term Incentive Plan. With limited exceptions, the restricted share units vest on 2/20/2029, assuming that the holder remains employed at such time. Upon vesting, one Common Share will be delivered for each vested restricted share unit.

2. Common Shares being withheld to pay tax liability.

Remarks:

	/s/ Ling Chow, Attorney-in-fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did AGO Chief Risk Officer Jorge A. Gana report?

Jorge A. Gana reported a grant of 3,672 restricted share units and a related tax-withholding disposition of 348 Common Shares. These transactions reflect equity-based compensation and automatic shares withheld to pay tax obligations, not an open-market purchase or sale.

How many Assured Guaranty (AGO) restricted share units were granted to the insider?

He received 3,672 restricted share units of Assured Guaranty Ltd. The units were granted under the company’s 2024 Long-Term Incentive Plan and are structured to convert into one Common Share each upon vesting, subject to continued employment conditions.

When do Jorge A. Gana’s AGO restricted share units vest?

The restricted share units generally vest on 2/20/2029, assuming he remains employed through that date. Upon vesting, one Common Share will be delivered for each vested unit, linking long-term compensation to continued service and future company performance.

Why were 348 AGO Common Shares disposed of in this Form 4 filing?

The 348 Common Shares were withheld to pay tax liability, not sold on the open market. The filing specifies this was a tax-withholding disposition related to the equity award, using shares valued at $88.39 each to satisfy the associated tax obligation.

How many AGO Common Shares does Jorge A. Gana hold after these transactions?

After the 348-share tax-withholding disposition, he directly holds 29,863 Common Shares. This figure reflects his ownership following the automatic share withholding connected to the restricted share unit award reported in the same Form 4 filing.

What plan governs the AGO restricted share unit award to the Chief Risk Officer?

The award was granted under the Assured Guaranty Ltd. 2024 Long-Term Incentive Plan. This plan provides restricted share units that, upon vesting and continued employment, convert into Common Shares, aligning executive compensation with long-term shareholder interests.