Business Context and Reporting Period
This Form 8-K filing by Assured Guaranty Ltd. reports on the results of its Annual General Meeting of Shareholders held on May 5, 2021. The company is incorporated in Bermuda and its common shares trade on the New York Stock Exchange under the symbol AGO.
Key Financial Metrics
This filing is a current report regarding corporate governance matters and does not contain financial performance data. There are no disclosures regarding revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
No material financial changes or operational updates are reported in this filing. The document solely details the voting outcomes of the shareholder meeting.
Corporate Governance and Voting Results
The following matters were submitted to a vote of security holders:
- Election of Directors: All 13 nominees for the Board of Directors were elected. Votes ranged from approximately 65.4 million to 67.4 million "For" votes, with "Against" votes ranging from 189,209 to 2,164,999.
- Executive Compensation: The advisory vote to approve the compensation of named executive officers passed with 62,391,822 "For" votes versus 4,958,175 "Against" votes.
- Independent Auditor: Shareholders approved the appointment of PricewaterhouseCoopers LLP (PwC) as the independent auditor for the fiscal year ending December 31, 2021, with 70,721,262 "For" votes.
- Subsidiary Governance (AG Re): Shareholders authorized the company to vote for 9 directors of its subsidiary, Assured Guaranty Re Ltd., and to appoint PwC as the subsidiary's independent auditor. All director nominees received over 67 million "For" votes.
Investor Verification Checklist
- Verify the total number of shares outstanding and the percentage of votes cast "For" versus "Against" for the executive compensation proposal.
- Confirm the specific fees authorized for PwC in the Audit Committee minutes, as this filing only authorizes the Board to set fees.
- Review the company's most recent 10-K or 10-Q for actual financial performance metrics, as this 8-K contains none.