SEC FORM 4

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

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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).

1. Name and Address of Reporting Person^*

FREDERICO DOMINIC

(Last)

(First)

(Middle)

30 WOODBOURNE AVENUE

(Street)

HAMILTON

HM08

(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)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President/CEO/Deputy Chairman

3. Date of Earliest Transaction (Month/Day/Year)
08/30/2018

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	06/26/2018		G	V	5,560	D	$0.00	1,180,680.0034	D
Common Shares	06/26/2018		G	V	5,560	D	$0.00	1,175,120.0034	D
Common Shares	06/26/2018		G	V	700	D	$0.00	1,174,420.0034	D
Common Shares	06/26/2018		G	V	560	D	$0.00	1,173,860.0034	D
Common Shares	06/27/2018		G	V	280	D	$0.00	1,173,580.0034	D
Common Shares	06/27/2018		G	V	2,100	D	$0.00	1,171,480.0034	D
Common Shares	08/30/2018		M		57,829	A	$7.44	1,229,957.0034⁽¹⁾	D
Common Shares	08/30/2018		S		57,829	D	$41.08⁽²⁾	1,172,128.0034	D
Common Shares	08/31/2018		M		42,171	A	$7.44	1,214,299.0034	D
Common Shares	08/31/2018		M		76,123⁽³⁾	A	$17.44	1,290,422.0034	D
Common Shares	08/31/2018		S		118,294	D	$40.73⁽⁴⁾	1,172,128.0034	D
Common Shares	09/04/2018		M		35,932⁽³⁾	A	$17.44	1,208,060.0034	D
Common Shares	09/04/2018		S		35,932	D	$40.7⁽⁵⁾	1,172,128.0034	D
Common Shares								9,400	I	By Wife
Common Shares								200	I	By Daughter
Common Shares								345,000	I	By Family Limited Partnersip

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Options to Acquire Common Shares	$7.44	08/30/2018		M			57,829	⁽⁶⁾	02/05/2019	Common Shares	57,829	$0.00	42,171⁽⁷⁾	D
Options to Acquire Common Shares	$7.44	08/31/2018		M			42,171	⁽⁶⁾	02/05/2019	Common Shares	42,171	$0.00	0⁽⁷⁾	D
Options to Acquire Common Shares	$17.44	08/31/2018		M			76,123⁽³⁾	02/09/2015	02/09/2019	Common Shares	76,123	$0.00	35,932⁽⁷⁾	D
Options to Acquire Common Shares	$17.44	09/04/2018		M			35,932⁽³⁾	02/09/2015	02/09/2019	Common Shares	35,932	$0.00	0⁽⁷⁾	D

Explanation of Responses:

1. Total includes 648 shares purchased on 06/30/2018 pursuant to the Assured Guaranty Ltd. Employee Stock Purchase Plan which meets the requirements of Rule 16b-3.

2. The Common Shares sold by the Reporting Person and reported herein were sold at a range of between $40.84 and $41.33 per share. The sale price reported above represents the weighted average sale price for the reported transaction and has been rounded to the nearest cent.

3. Reflects the amount of options that vested in accordance with the performance measures described in the Form 4 reporting the grant.

4. The Common Shares sold by the Reporting Person and reported herein were sold at a range of between $40.00 and $41.00 per share. The sale price reported above represents the weighted average sale price for the reported transaction and has been rounded to the nearest cent.

5. The Common Shares sold by the Reporting Person and reported herein were sold at a range of between $40.50 and $41.07 per share. The sale price reported above represents the weighted average sale price for the reported transaction and has been rounded to the nearest cent.

6. Options vested as follows: 1/3 on 02/05/2010, 1/3 on 02/05/2011 and 1/3 on 02/05/2012.

7. All options of this tranche have been exercised. The total number of options from other tranches with different exercise prices, vesting terms and expiration dates is 100,000 (after taking into account the options exercised as reported on this Form 4). The total number of performance share units from tranches with different performance measures, performance periods and vesting dates is 254,472.

Remarks:

	/s/ Ling Chow, Attorney-in-fact	09/04/2018
	** 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).
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