UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐
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| ☐ | Preliminary Proxy Statement | |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
| ☐ | Definitive Proxy Statement | |
| ☒ | Definitive Additional Materials | |
| ☐ | Soliciting Material under §240.14a-12 | |
Assured Guaranty Ltd.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on May 3, 2017.
| ASSURED GUARANTY LTD. | Meeting Information | |||||
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Meeting Type: |
Annual Meeting | |||||
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For holders as of: |
March 8, 2017 | |||||
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Date: May 3, 2017 |
Time: 8:00 AM, London Time | |||||
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Location: 6 Bevis Marks London EC3A 7BA United Kingdom |
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For directions to the Annual Meeting, contact Virginia Reynolds at 020 7562 1920 or Vreynolds@assuredguaranty.com
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| ASSURED GUARANTY LTD. 30 WOODBOURNE AVENUE HAMILTON, HM 08 BERMUDA |
You are receiving this communication because you hold shares in the company named above. | |||||
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This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). | ||||||
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We encourage you to access and review all of the important information contained in the proxy materials before voting.
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| See the reverse side of this notice to obtain proxy materials and voting instructions.
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— Before You Vote —
How to Access the Proxy Materials
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Proxy Materials Available to VIEW or RECEIVE: |
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NOTICE AND PROXY STATEMENT ANNUAL REPORT |
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How to View Online: |
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1) BY INTERNET: www.proxyvote.com |
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(located on the following page) and visit: www.proxyvote.com.— How To Vote —
Please Choose One of the Following Voting Methods
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Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. | ||
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Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by
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Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. |
| Voting Items |
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The Board of Directors recommends you vote FOR each of the following nominees: |
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| 1. |
Election of Directors of Assured Guaranty Ltd. (the “Company”): |
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| Nominees: | 5A. To authorize the Company to vote for directors of our subsidiary, Assured Guaranty Re Ltd. (“AG Re”): Nominees:
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| 1a.
1b.
1c.
1d.
1e.
1f.
1g.
1h.
1i.
1j. |
Francisco L. Borges
G. Lawrence Buhl
Dominic J. Frederico
Bonnie L. Howard
Thomas W. Jones
Patrick W. Kenny
Alan J. Kreczko
Simon W. Leathes
Michael T. O’Kane
Yukiko Omura
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5aa. Howard W. Albert
5ab. Robert A. Bailenson
5ac. Russell B. Brewer II
5ad. Gary Burnet
5ae. Stephen Donnarumma
5af. Dominic J. Frederico
5ag. James M. Michener
5ah. Walter A. Scott
5B. To authorize the Company to appoint PwC as AG Re’s independent auditor for the fiscal year ending December 31, 2017.
NOTE: Such other business as may properly come before the meeting or any adjournment thereof. | ||||||||
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The Board of Directors recommends you vote FOR the following proposal: | |||||||||
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2. |
To approve, on an advisory basis, the compensation paid to the Company’s named executive officers. |
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The Board of Directors recommends you vote one year on the following proposal: |
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3. |
To approve, on an advisory basis, the frequency of the advisory vote on the compensation paid to AGL’s named executive officers. |
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The Board of Directors recommends you vote FOR the following proposals: |
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4. |
To appoint PricewaterhouseCoopers LLP (“PwC”) as the Company’s independent auditor for the fiscal year ending December 31, 2017, and to authorize the Board of Directors, acting through its Audit Committee, to set the fees of the independent auditor. |
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