AMBAC FINANCIAL GROUP INC
For the period ended Dec 31, 2023. Filed Feb 27, 2024.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 27, 2024
OSG$5.41+2.7%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits, Financial Statement Schedules
(a) Documents filed as a part of this report:
- Financial Statements
The consolidated financial statements included in Part II, Item 8 above are filed as part of this Annual Report on Form 10-K.
- Financial Statement Schedules
The financial statement schedules filed herein, which are the only schedules required to be filed, are as follows:
| Page | |
|---|---|
| Schedule I — Summary of Investments Other Than Investments in Related Parties | 128 |
| Schedule II — Condensed Financial Information of Registrant (Parent Company Only) | 129 |
| Schedule III — Supplementary Insurance Information | 134 |
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit Description | Form | Filing Date | Exhibit Number | Filed Herewith |
| (3) Articles of Incorporation and bylaws: | ||||
| 3.1 | Amended and Restated Certificate of Incorporation of Ambac Financial Group, Inc. | 8-A | 05/01/13 | 3.2 |
| 3.2 | Amended By-Laws of Ambac Financial Group, Inc. | 8-K | 01/27/23 | 2.1 |
| (4) Instruments defining the rights of security holders, including indentures: | ||||
| 4.1 | Description of Capital Stock | 8-A | 05/01/13 | |
| 4.2 | Specimen form of common stock certificate | 8-A | 05/01/13 | 4.1 |
| 4.3 | Fiscal Agency Agreement, dated as of July 19, 2010, by and between the Segregated Account of Ambac Assurance Corporation and The Bank of New York Mellon, as fiscal agent | 10-K | 03/03/14 | 4.10 |
| 4.4 | Form of Surplus Note due June 7, 2020 issued by the Segregated Account of Ambac Assurance Corporation.(included in Exhibit 4.9) | |||
| 4.5 | Fiscal Agency Agreement, dated as of June 7, 2010, by and between Ambac Assurance Corporation and The Bank of New York Mellon, as fiscal agent | 8-K | 06/08/10 | 10.3 |
| 4.6 | Amendment dated as of October 3, 2014 to Fiscal Agency Agreement dated as of June 7, 2010 by and between Ambac Assurance Corporation and The Bank of New York Mellon, as fiscal agent | 10-Q | 11/09/15 | 4.1 |
| (10) Material contract and management compensation plans and arrangements: | ||||
| 10.1 | Ambac Financial Group, Inc.'s Long-Term Incentive Compensation Plan | 10-Q | 08/11/14 | 10.1 |
| 10.2 | Form of Amended and Restated Restricted Stock Unit Award Letter for executive officers | 10-K | 03/03/14 | 10.4 |
| 10.3 | Form of Equity Award Letter for directors | 10-K | 03/03/14 | 10.5 |
| 10.4 | Closing Agreement between Ambac Financial, Group, Inc. and Commissioner of Internal Revenue, dated April 30, 2013 | 8-K | 05/03/13 | 10.2 |
| 10.5 | Form of Expense Sharing and Cost Allocation Agreement among Ambac Assurance Corporation, Ambac Financial Group, Inc. and their respective subsidiaries and affiliates | 10-K | 03/01/23 | 10.5 |
| 10.6 | Lease, dated as of March 1, 2011, by and between One State Street, LLC and Ambac Assurance Corporation | 10-K | 03/16/11 | 10.34 |
| 10.7 | Settlement, Discontinuance and Release Agreement, dated as of March 1, 2011, by and among One State Street, LLC, Ambac Financial Group, Inc., Ambac Assurance Corporation and the Segregated Account of Ambac Assurance Corporation | 10-K | 03/16/11 | 10.33 |
| 10.8 | Settlement Agreement, dated as of June 7, 2010, by and among Ambac Assurance Corporation, Ambac Credit Products LLC, Ambac Financial Group, Inc. and the parties listed on Schedule A thereto | 10-Q | 11/15/10 | 10.1 |
| 10.9 | Ambac Financial Group, Inc. Severance Pay Plan (Applicable to termination on or after December 16, 2021) | 10-K | 02/24/22 | 10.10 |
| 10.10 | Lease Modification dated as of September 8, 2015 to the Lease dated as of March 1, 2011, by and between One State Street, LLC and Ambac Assurance Corporation | 10-K | 02/29/16 | 10.27 |
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit Description | Form | Filing Date | Exhibit Number | Filed Herewith |
| 10.11 | Employment Agreement dated as of November 1, 2016 by and among Ambac Financial Group, Inc., Ambac Assurance Corporation and David Trick | 10-Q | 11/03/16 | 10.2 |
| 10.12 | Employment Agreement dated as of December 8, 2016, by and among Ambac Financial Group, Inc., Ambac Assurance Corporation and Claude LeBlanc | 8-K | 12/13/16 | 10.1 |
| 10.13 | Employment Agreement dated as of January 4, 2017 by and among Ambac Financial Group, Inc., Ambac Assurance Corporation and Stephen Ksenak | 8-K | 01/06/17 | 10.1 |
| 10.14 | Second Amended Plan of Rehabilitation of the Segregated Account of Ambac Assurance Corporation dated September 25, 2017, and effective as of February 12, 2018 | 10-K | 02/28/18 | 10.38 |
| 10.15 | Order Granting the Rehabilitator’s Motion to Further Amend the Plan of Rehabilitation and confirming the Second Amended Plan of Rehabilitation, as amended, Case No. 10-CV-1576 (Dane County, Wisconsin) dated January 22, 2018 | 10-K | 02/28/18 | 10.39 |
| 10.16 | Preferred Stock Repurchase and Support Agreement dated as of June 22, 2018, by and among Ambac Assurance Corporation (“AAC”), Ambac Financial Group, Inc. and the holders of one or more series of the AAC’s outstanding Auction Market Preferred Shares | 8-K | 06/25/18 | 10.1 |
| 10.17 | SUBLEASE dated as of January 30, 2019, between Advance Magazine Publishers Inc. (D/B/A CONDE NAST), and Ambac Assurance Group Corporation | 10-K | 03/02/20 | 10.45 |
| 10.18 | Amended and Restated Employment Agreement dated as of February 27, 2020, by and among Ambac Financial Group, Inc., Ambac Assurance Corporation and Claude LeBlanc | 10-K | 03/02/20 | 10.46 |
| 10.19 | 2020 Incentive Compensation Plan | Def 14A | 04/15/20 | Ex. B |
| 10.20 | Purchase Agreement, by and among, Ambac Assurance Corporation, Ambac Financial Group, Inc. and certain funds or accounts affiliated with or managed by CVC Credit Partners, LLC, CVC Credit Partners Investment Management Limited and EJF Capital LLC, dated as of January 19, 2021 | 8-K | 01/25/21 | 1.01 |
| 10.21 | Form of 2021 Restricted Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. LeBlanc, Trick and Ksenak | 10-Q | 05/10/21 | 10.1 |
| 10.22 | Form of 2021 Restricted Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. Barranco, Eisman, Reilly and Ms. Smith | 10-Q | 05/10/21 | 10.2 |
| 10.23 | Form of 2021 Performance Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. LeBlanc, Trick and Ksenak | 10-Q | 05/10/21 | 10.3 |
| 10.24 | Form of 2021 Performance Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. Barranco, Eisman, Reilly and Ms. Smith | 10-Q | 05/10/21 | 10.4 |
| 10.25 | Executive Stock Deferral Plan dated June 24, 2021 | 8-K | 06/30/21 | 10.1 |
| 10.26 | Settlement Agreement and Release dated as of October 6, 2022 by and among Bank of America Corporation and certain affiliates and Ambac Assurance Corporation (Portions of this exhibit have been omitted in reliance on Regulation S-K Item 601(b)(10)(iv)) | 10-K | 03/01/23 | 10.34 |
| 10.27 | Settlement Agreement and Release dated as of December 29, 2022 by and among Nomura Credit & Capital, Inc. and Ambac Assurance Corporation. (Portions of this exhibit have been omitted in reliance on Regulation S-K Item 601(b)(10)(iv)) | 10-K | 03/01/23 | 10.35 |
| 10.28 | Form of 2022 Restricted Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. LeBlanc, Trick and Ksenak | 10-Q | 05/10/22 | 10.1 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Description · Form · Filing Date · Exhibit Number · Filed Herewith | |||||
| 10.29 | Form of 2022 Restricted Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. Barranco, Eisman, McGinnis and Ms. Smith. | 10-Q | 05/10/22 | 10.2 | |
| 10.30 | Form of 2022 Performance Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. LeBlanc, Trick and Ksenak | 10-Q | 05/10/22 | 10.3 | |
| 10.31 | Form of 2022 Performance Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. Barranco, Eisman, McGinnis and Ms. Smith | 10-Q | 05/10/22 | 10.4 | |
| 10.32 | Employment Agreement dated as of October 5, 2023, by and among Ambac Financial Group, Inc., Ambac Assurance Corporation and R. Sharon Smith | 8-K | 10/06/23 | 10.1 | |
| 10.33 | Employment Agreement dated as of October 5, 2023, by and among Ambac Financial Group, Inc., Ambac Assurance Corporation and Daniel McGinnis | 10-Q | 11/07/23 | 10.2 | |
| 10.34 | Form of 2023 Restricted Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. LeBlanc, Trick and Ksenak. | 10-Q | 05/09/23 | 10.1 | |
| 10.35 | Form of 2023 Restricted Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. Barranco, Eisman, McGinnis and Ms. Smith. | 10-Q | 05/09/23 | 10.2 | |
| 10.36 | Form of 2023 Performance Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. LeBlanc, Trick and Ksenak. | 10-Q | 05/09/23 | 10.3 | |
| 10.37 | Form of 2023 Performance Stock Unit Award Agreement between Ambac Financial Group, Inc. and Messrs. Barranco, Eisman, McGinnis and Ms. Smith. | 10-Q | 05/09/23 | 10.4 | |
| 10.38 | Stipulation and Order - Office of the Commissioner of Insurance of the State of Wisconsin, in the Matter of Ambac Assurance Corporation effective as of February 22, 2024 | X | |||
| (97) Recoupment Policy | |||||
| 97.1 | Ambac Financial Group, Inc. - Recoupment Policy | X | |||
| (99) Additional exhibits | |||||
| 99.1 | Second Modified Fifth Amended Plan of Reorganization of Ambac Financial Group, Inc., effective as of May 1, 2013 | 10-K | 03/03/14 | 99.3 | |
| Other exhibits, filed or furnished, as indicated: | |||||
| 21.1 | List of Subsidiaries of Ambac Financial Group, Inc. | X | |||
| 23.1 | Consent of Independent Registered Public Accounting Firm | X | |||
| 24.1 | Power of Attorney for directors of Ambac Financial Group, Inc. | X | |||
| 31.1 | Certification of Chief Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) Promulgated under the Securities Exchange Act of 1934, as amended | X | |||
| 31.2 | Certification of Chief Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) Promulgated under the Securities Exchange Act of 1934, as amended | X | |||
| 32.1++ | Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | |||
| 101.INS · XBRL Instance Document. | |||||
| 101.SCH · XBRL Taxonomy Extension Schema Document. | |||||
| 101.CAL · XBRL Taxonomy Extension Calculation Linkbase Document. | |||||
| 101.LAB · XBRL Taxonomy Extension Label Linkbase Document. | |||||
| 101.PRE · XBRL Taxonomy Extension Presentation Linkbase Document. | |||||
| 101.DEF · XBRL Taxonomy Extension Definition Linkbase Document. | |||||
| Incorporated by Reference | |
|---|---|
| Exhibit Description · Form · Filing Date · Exhibit Number · Filed Herewith | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
| ++ Furnished herewith. | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.