Assured Guaranty Ltd. · NYSE:AGO

Assured Guaranty — Shareholder Meeting (April 2019)

14 slides from Assured Guaranty's shareholder meeting presentation, Apr 16, 2019

  1. Slide 1: Proxy Statement Supplement April 15, 2019

    EMBRACE POSSIBILITIES, INVEST IN CERTAINTIES Proxy Statement Supplement April 15, 2019 This information supplements the proxy statement of Assured Guaranty Ltd., dated March 27, 2019, which we refer to as our Proxy Statement, and which we distributed to our shareholders in connection with our Annual

  2. Slide 2: Forward-Looking Statements and Safe Harbor Disclosure

    Forward-Looking Statements and Safe Harbor Disclosure • This proxy statement supplement contains information that includes or is based upon forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward looking statements give the expectations or forec

  3. Slide 3: Non-GAAP Financial Measures

    Non-GAAP Financial Measures This proxy statement supplement references financial measures that are not determined in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP), and are identified as core, operating, PVP or non-GAAP. Although these non-GAAP f

  4. Slide 4: We Changed Our Executive Compensation Program This Year

    We Changed Our Executive Compensation Program This Year • Our 2018 performance was excellent: – Our shareholders’ equity per share, non-GAAP operating shareholders’ equity per share and non-GAAP adjusted book value per share all reached record levels, at $63.23, $61.17 and $86.06, respectively; – Ou

  5. Slide 5: Changes to Short-Term Cash Incentive

    Changes to Short-Term Cash Incentive What we changed Why we changed it We reduced the individual target cash incentive multiple for The reduction in this multiple brings our CEO’s short-term our CEO to 2.0x from 2.5x cash incentive opportunity as a multiple of his base salary more in line with compa

  6. Slide 6: Long-Term Equity Incentive: Overview (1)

    Changes to Long-Term Equity Incentive: Overview (1) Old Equity Program New Equity Program ABV3 PSUs PSUs1 (30%) (50%) Target 15% Growth 50% Over Three Years Based on Share Price 60% Thresholds Relative TSR4 PSUs (30%) Target 55th Percentile of Comparison Index5 3-Year Cliff-Vesting 3-Year Cliff-Vest

  7. Slide 7: Long-Term Equity Incentive: Overview (2)

    Changes to Long-Term Equity Incentive: Overview (2) What we changed Why we changed it The portion of equity compensation dependent on The Compensation Committee believes that performance measures (PSUs) was increased from increasing the portion of equity compensation 50% to 60% dependent on meeting

  8. Slide 8: Long-Term Equity Incentive: ABV PSUs

    Changes to Long-Term Equity Incentive: ABV PSUs What we changed Why we changed it Half of the PSUs granted in 2019, or 30% of the The Compensation Committee believes that Core equity compensation, are tied to our growth in Core ABV per share is the best measure of the intrinsic ABV per share during

  9. Slide 9: Long-Term Equity Incentive: Relative TSR PSUs

    Changes to Long-Term Equity Incentive: Relative TSR PSUs What we changed Why we changed it Half of the PSUs, or 30% of the equity compensation, are tied to Since our ultimate goal is to create as much shareholder value as the performance of our TSR relative to the TSR of the Russell possible, the Co

  10. Slide 10: Our CEO's 2018 Compensation Package

    Our CEO’s 2018 Compensation Package • Despite the fact that, in recognition of our CEO’s extraordinary contributions in 2018 our Compensation Committee awarded him a total achievement score for 2018 above the achievement score it awarded him for 2017, the changes we made in our compensation program

  11. Slide 11: Appendix A: Our Annual Cash Incentive Payment Formula

    Appendix A: Our Annual Cash Incentive Payment Formula Core Operating Core Return on Operating Equity¹ Income per Share¹ Financial PVP¹ Goal Achievement Score¹ Core Operating Core Target Annual Shareholder’s Annual Adjusted Cash Cash Equity per Share¹ Book Value Achievement x Incentive = Incentive pe

  12. Slide 12: Appendix B: Our Financial Performance Measures

    Appendix B: Our Financial Performance Measures • Core operating shareholders’ equity per share – This is our equity concept, and excludes non-economic fair value adjustments as well as the impact of consolidating FG VIEs, on a per share basis (which is the basis relevant to our shareholders) • Core

  13. Slide 13: Appendix C: Setting Our Financial Performance Goals

    Appendix C: Setting Our Financial Performance Goals • PVP. Our annual business plan for 2018 challenged our executives to originate more financial guaranty business in 2018 than we originated in 2017. The Compensation Committee set our 2018 PVP performance goal more than 7% higher than our 2017 actu

  14. Slide 14: Proxy Statement Supplement

    Assured Guaranty Contacts: Robert Tucker Senior Managing Director, Investor Relations and Corporate Communications Direct: 212.339.0861 Rtucker at gltd.com Andre Thomas Managing Director, Equity Investor Relations Direct: 212.339.3551 Athomas at agltd.com Proxy Statement Supplement April 15, 2019 13

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