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AGNC Investment Corp. (AGNC)

CIK: 0001423689. SIC: 6798 Real Estate Investment Trusts. Latest 10-K as of: 2026-02-23.

SIC breadcrumb: Finance, Insurance, And Real Estate > Holding And Other Investment Offices > SIC 6798 Real Estate Investment Trusts

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1423689. Latest filing source: 0001423689-26-000043.

Informational only - descriptive public-record data, not investment advice.

Business

Read AGNC's verbatim Item 1 Business section from its latest 10-K: Business.

Risk Factors

Read AGNC's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.

Selected Fundamentals

MetricValueUnitFYFiled
Net income1,670,000,000USD20252026-02-23
Assets115,077,000,000USD20252026-02-23

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-23. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001423689.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Download these verified figures (annual + quarterly, with per-value filing provenance): JSON · CSV

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric201320142016201720182019202020212022202320242025
Net income-233,000,000771,000,000129,000,000688,000,000-266,000,000749,000,000-1,190,000,000155,000,000863,000,0001,670,000,000
Diluted EPS2.040.211.16-0.661.22-2.410.050.931.47
Operating cash flow1,622,000,0001,260,000,0001,113,000,0001,180,000,0001,747,000,0001,540,000,0001,013,000,000-118,000,00086,000,000653,000,000
Dividends paid1,094,000,000795,000,000974,000,0001,139,000,000970,000,000860,000,000869,000,0001,005,000,0001,241,000,0001,601,000,000
Share buybacks856,000,00074,000,0000.000.00103,000,000378,000,000281,000,00051,000,0000.000.00
Assets76,255,000,00067,766,000,000109,241,000,000113,082,000,00081,817,000,00068,149,000,00051,748,000,00071,596,000,00088,015,000,000115,077,000,000
Liabilities67,558,000,00058,338,000,00099,335,000,000102,041,000,00070,738,000,00057,858,000,00043,878,000,00063,339,000,00078,253,000,000102,684,000,000
Stockholders' equity7,356,000,0008,754,000,0009,906,000,00011,041,000,00011,079,000,00010,291,000,0007,870,000,0008,257,000,0009,762,000,00012,393,000,000
Cash and cash equivalents2,143,000,0001,720,000,000921,000,000831,000,0001,017,000,000998,000,0001,018,000,000518,000,000505,000,000450,000,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric201320142016201720182019202020212022202320242025
Return on equity8.81%1.30%6.23%-2.40%7.28%-15.12%1.88%8.84%13.48%
Return on assets-0.34%0.12%0.61%-0.33%1.10%-2.30%0.22%0.98%1.45%
Liabilities / equity10.039.246.385.625.587.678.028.29

Industry Peer Context

Each number-line places AGNC against the min, median, and max of latest reported values among companies in the same SIC industry when at least three peers report that ratio.

ROE peer context

AGNC ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6798; peer count 151.AGNC ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6798; peer count 151.151 SIC peersMin -49.4%Median 5.7%Max 103.0%AGNC 13.5%

ROA peer context

AGNC ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6798; peer count 155.AGNC ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6798; peer count 155.155 SIC peersMin -34.4%Median 1.5%Max 42.5%AGNC 1.5%

Financial Charts

AGNC net income, last 5 periods. Source: SEC companyfacts FY2025.AGNC net income, last 5 periods. Source: SEC companyfacts FY2025.AGNC Net incomeLatest point: FY2025 = $1.7BSource: SEC companyfacts FY2025.Fiscal yearNet income-$2.0B$0.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001423689-26-000043; filed 2026-02-23. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

AGNC diluted eps, last 5 periods. Source: SEC companyfacts FY2025.AGNC diluted eps, last 5 periods. Source: SEC companyfacts FY2025.AGNC Diluted EPSLatest point: FY2025 = $1.47/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)-$4.00/share$0.00/share$4.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001423689-26-000043; filed 2026-02-23. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

AGNC operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.AGNC operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.AGNC Operating cash flowLatest point: FY2025 = $653.0MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow-$250.0M$0.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001423689-26-000043; filed 2026-02-23. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

AGNC dividends paid, last 5 periods. Source: SEC companyfacts FY2025.AGNC dividends paid, last 5 periods. Source: SEC companyfacts FY2025.AGNC Dividends paidLatest point: FY2025 = $1.6BSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001423689-26-000043; filed 2026-02-23. Concept: PaymentsOfDividends. Source concepts: us-gaap:PaymentsOfDividends.

AGNC share buybacks, last 5 periods. Source: SEC companyfacts FY2024.AGNC share buybacks, last 5 periods. Source: SEC companyfacts FY2024.AGNC Share buybacksLatest point: FY2024 = $0.0BSource: SEC companyfacts FY2024.Fiscal yearShare buybacks$0.0B$250.0M$500.0MFY2020FY2021FY2022FY2023FY2024

Figure provenance: SEC companyfacts. Latest point: FY 2024 ended 2024-12-31; accession 0001423689-25-000007; filed 2025-02-21. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

AGNC assets, last 5 periods. Source: SEC companyfacts FY2025.AGNC assets, last 5 periods. Source: SEC companyfacts FY2025.AGNC AssetsLatest point: FY2025 = $115.1BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$62.5B$125.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001423689-26-000043; filed 2026-02-23. Concept: Assets. Source concepts: us-gaap:Assets.

AGNC liabilities, last 5 periods. Source: SEC companyfacts FY2025.AGNC liabilities, last 5 periods. Source: SEC companyfacts FY2025.AGNC LiabilitiesLatest point: FY2025 = $102.7BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$62.5B$125.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001423689-26-000043; filed 2026-02-23. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

AGNC stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.AGNC stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.AGNC Stockholders' equityLatest point: FY2025 = $12.4BSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$10.0B$20.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001423689-26-000043; filed 2026-02-23. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

AGNC cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.AGNC cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.AGNC Cash and cash equivalentsLatest point: FY2025 = $450.0MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001423689-26-000043; filed 2026-02-23. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-07-31. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001423689.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q32022-09-30-1.31reported discrete quarter
2023-Q12023-03-31-0.31reported discrete quarter
2023-Q22023-06-300.43reported discrete quarter
2023-Q32023-09-30-392,000,000-0.68reported discrete quarter
2023-Q42023-12-31412,000,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31443,000,0000.59reported discrete quarter
2024-Q22024-06-30-48,000,000-0.11reported discrete quarter
2024-Q32024-09-30346,000,0000.39reported discrete quarter
2024-Q42024-12-31115,000,000122,000,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31159,000,00050,000,0000.02reported discrete quarter
2025-Q22025-06-30162,000,000-140,000,000-0.17reported discrete quarter
2025-Q32025-09-30148,000,000806,000,0000.72reported discrete quarter
2025-Q42025-12-31206,000,000954,000,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-31319,000,000-148,000,000-0.17reported discrete quarter
2026-Q22026-06-30305,000,000654,000,0000.52reported discrete quarter

Quarterly Charts

AGNC quarterly revenue, last 7 periods. Source: SEC companyfacts 2026-Q2.AGNC quarterly revenue, last 7 periods. Source: SEC companyfacts 2026-Q2.AGNC Quarterly RevenueLatest point: 2026-Q2 = $305.0MSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Revenue$0.0B$250.0M$500.0M2024-Q42025-Q12025-Q22025-Q32025-Q42026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001423689-26-000128; filed 2026-07-31. Concept: InterestIncomeExpenseNet. Source concepts: us-gaap:InterestIncomeExpenseNet.

AGNC quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q2.AGNC quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q2.AGNC Quarterly Net incomeLatest point: 2026-Q2 = $654.0MSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Net income-$500.0M$0.0B$2.0B2023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001423689-26-000128; filed 2026-07-31. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

AGNC quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q2.AGNC quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q2.AGNC Quarterly Diluted EPSLatest point: 2026-Q2 = $0.52/shareSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Diluted EPS (USD/share)-$1.50/share$0.00/share$1.00/share2022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001423689-26-000128; filed 2026-07-31. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001423689-26-000128.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-07-31. Report date: 2026-06-30.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is designed to provide a reader of AGNC Investment Corp.’s consolidated financial statements with a narrative from the perspective of management and should be read in conjunction with the consolidated financial statements and accompanying notes included in this Quarterly Report on Form 10-Q for quarterly period ended June 30, 2026. Our MD&A is presented in the following sections:

•Executive Overview

•Financial Condition

•Results of Operations

•Liquidity and Capital Resources

•Off-Balance Sheet Arrangements

•Forward-Looking Statements

•Website and Social Media Disclosure

EXECUTIVE OVERVIEW

We are a leading provider of private capital to the U.S. housing market, enhancing liquidity in the residential real estate mortgage markets and, in turn, facilitating home ownership in the U.S. We invest primarily in Agency residential mortgage-backed securities (“Agency RMBS”) on a leveraged basis. These investments consist of residential mortgage pass-through securities and collateralized mortgage obligations for which the principal and interest payments are guaranteed by a U.S. Government-sponsored enterprise, such as Federal National Mortgage Association (“Fannie Mae”) and Federal Home Loan Mortgage Corporation (“Freddie Mac,” and together with Fannie Mae, the “GSEs”), or by a U.S. Government agency, such as Government National Mortgage Association (“Ginnie Mae”). We may also invest in Agency multifamily MBS that are similarly guaranteed by a GSE and in other assets related to the housing, mortgage or real estate markets that are not guaranteed by a GSE or U.S. Government agency.

We are internally managed with the principal objective of generating favorable long-term stockholder returns with a substantial yield component. We generate income from the interest earned on our investments, net of associated borrowing and hedging costs, and net realized gains and losses on our investment and hedging activities. We fund our investments primarily through collateralized borrowings structured as repurchase agreements. We operate in a manner to qualify to be taxed as a REIT under the Internal Revenue Code.

We employ an active management strategy that is dynamic and responsive to evolving market conditions. The composition of our portfolio and our investment, funding, and hedging strategies are tailored to reflect our analysis of market conditions and the relative values of available options. Market conditions are influenced by a variety of factors, including interest rates, prepayment expectations, liquidity, housing prices, unemployment rates, general economic conditions, government participation in the mortgage market, regulations and relative returns on other assets.

Trends and Recent Market Impacts

Market Trends

The investment environment during the second quarter of 2026 was shaped by heightened geopolitical uncertainty as escalating rhetoric and hostilities between the United States and Iran dominated financial market performance. With ship traffic through the Strait of Hormuz severely constrained, elevated energy prices and supply chain disruptions became the primary macroeconomic concerns. These developments caused Treasury yields to increase, the yield curve to flatten, and market expectations for Federal Reserve policy to shift from anticipated rate cuts toward potential rate hikes by year-end. Despite this challenging backdrop, Agency RMBS generated a positive excess return relative to U.S. Treasuries for the fifth consecutive quarter, contributing to AGNC's economic return on tangible common equity per share of 6.7%, comprised of our monthly dividend and the improvement in tangible book value.1

Agency RMBS Performance Drivers

In aggregate, Agency RMBS in the second quarter outperformed both Treasury and swap-based hedges, with performance varying meaningfully by coupon and hedge type. Higher-coupon and production-coupon Agency RMBS outperformed lower-coupon securities as rising interest rates reduced both expected supply and prepayment concerns, reversing the coupon performance observed in the first quarter.

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Agency RMBS hedged with interest rate swaps also outperformed Treasury-hedged positions. At quarter-end, the spread differential between a current-coupon mortgage-backed security and a blend of hedges was approximately 145 basis points across the swap curve and 115 basis points across the Treasury curve, compared to approximately 170 basis points and 135 basis points, respectively, as of March 31, 2026. At June 30, 2026 spread levels, Agency RMBS were trading near the midpoint of our expected range.

Market Outlook

Looking forward, our outlook for Agency RMBS remains constructive. With primary mortgage rates remaining well above 6.0%, net new Agency RMBS supply is estimated to be approximately $150 billion this year, materially below expectations at the beginning of the year. Elevated mortgage rates have also slowed prepayment activity, reducing expected Federal Reserve portfolio runoff. At the same time, demand for Agency RMBS has remained strong, supported by more than $400 billion of bond fund inflows during the first six months of the year and continued demand from banks, foreign investors, and REITs. Agency RMBS spreads remain wide by historical standards despite improving supply-demand fundamentals, while corporate bond spreads remain near historic tights despite record issuance and rising credit concerns. Accordingly, we believe Agency RMBS continue to offer compelling relative value. Once geopolitical and monetary policy uncertainty subsides, these constructive dynamics should become more apparent and, over time, support favorable Agency RMBS performance.

Portfolio and Summary Financial Highlights

AGNC generated total comprehensive income of $0.52 per diluted common share and an economic return on tangible common equity per share of 6.7% for the second quarter, consisting of $0.36 of dividends declared per common share during the second quarter and a $0.20 increase in tangible net book value per common share. This compares to a total comprehensive loss of $(0.18) per diluted common share and an economic loss of -1.6% per common share for the first quarter of 2026.

Net spread and dollar roll income (a non-GAAP measure) was $0.40 per diluted common share, compared to $0.42 in the prior quarter. The decrease primarily reflects a 6-basis point decline in net interest spread for the second quarter driven by lower asset yields associated with portfolio repositioning, partly offset by modestly lower funding costs.

At June 30, 2026, our investment portfolio, inclusive of TBAs, totaled $97.2 billion, compared to $94.7 billion as of March 31, 2026. During the second quarter, we added approximately $2.2 billion of primarily intermediate-coupon specified pools and repositioned a portion of the portfolio from lower-coupon into higher-coupon holdings. As a result, the weighted average coupon at quarter-end increased to 5.04% from 4.95% as of March 31, 2026, while the portion of our fixed-rate portfolio with favorable prepayment attributes (“specified pools”) increased to 79% from 77% as of March 31, 2026.2

The average projected life Constant Prepayment Rate ("CPR") for our portfolio declined to 8.6% at quarter-end from 10.3% as of March 31, 2026, primarily reflecting coupon and TBA versus specified pool repositioning. Actual CPRs averaged 13.0% during the quarter, largely unchanged from 13.2% in the prior quarter.

At June 30, 2026, "at-risk" leverage was 7.4x tangible equity, unchanged from March 31, 2026, while average leverage for the quarter also remained at 7.4x, unchanged from the first quarter. AGNC ended the quarter with $7.5 billion of unencumbered cash and Agency RMBS, representing 62% of tangible equity, compared to $7.0 billion and 60%, respectively, at March 31, 2026.

At June 30, 2026, our hedge ratio was 82%, reflecting the level of interest rate swap and U.S. Treasury hedges (excluding option-based hedges) relative to total funding liabilities, compared to 83% as of March 31, 2026.

The notional balance of our interest rate swaps decreased to $73.8 billion, representing 83% of our funding liabilities as of June 30, 2026, compared to $76.5 billion and 89%, respectively, as of March 31, 2026. Our duration gap, which measures the estimated difference between the interest rate sensitivity of our assets and liabilities, including hedges, was 0.7 years as of quarter-end, unchanged from March 31, 2026. We continued to favor a positive duration gap given the current level of interest rates, the convexity profile of our portfolio, and the additional prepayment protection it provides in a declining interest rate environment.

For information regarding non-GAAP financial measures, including reconciliations to the most comparable GAAP measure, please refer to Results of Operations included in this MD&A below. For information regarding the sensitivity of our tangible net book value per common share to changes in interest rates and mortgage spreads, please refer to Item 3. Quantitative and Qualitative Disclosures about Market Risk in this form 10-Q.

________________________________

1.Economic return represents the sum of the change in tangible net book value per common share and dividends declared per share of common stock during the period over beginning tangible net book value per common share.

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2.Specified pools include pools backed by loans with characteristics related to loan size, borrower credit profiles, loan-to-value ratios, geographic concentrations, occupancy types, and other characteristics that are expected to result in more favorable prepayment behavior than generic TBA-eligible collateral.

Market Information

The following table summarizes benchmark interest rates and prices of generic fixed rate Agency RMBS as of each date presented below:

[[GREPCENT_TABLE]]
[["Interest Rate/Security Price 1","","June 30, 2025","","Sept. 30, 2025","","Dec. 31, 2025","","Mar. 31, 2026","","June 30, 2026","","June 30, 2026vsMar. 31, 2026","","June 30, 2026vsDec. 31, 2025"],["Target Federal Funds Rate:"],["Target Federal Funds Rate - Upper Band","","4.50%","","4.25%","","3.75%","","3.75%","","3.75%","","\u2014","","bps","","\u2014","","bps"],["SOFR:"],["SOFR Rate","","4.45%","","4.24%","","3.87%","","3.68%","","3.68%","","\u2014","","bps","","-19","","bps"],["SOFR Interest Rate Swap Rate:"],["2-Year Swap","","3.49%","","3.40%","","3.31%","","3.62%","","4.02%","","+40","","bps","","+71","","bps"],["5-Year Swap","","3.43%","","3.39%","","3.46%","","3.62%","","3.93%","","+31","","bps","","+47","","bps"],["10-Year Swap","","3.69%","","3.66%","","3.80%","","3.87%","","4.05%","","+18","","bps","","+25","","bps"],["30-Year Swap","","3.90%","","3.93%","","4.17%","","4.13%","","4.21%","","+8","","bps","","+4","","bps"],["U.S. Treasury Security Rate:"],["2-Year U.S. Treasury","","3.72%","","3.61%","","3.48%","","3.80%","","4.18%","","+38","","bps","","+70","","bps"],["5-Year U.S. Treasury","","3.80%","","3.74%","","3.73%","","3.94%","","4.23%","","+29","","bps","","+50","","bps"],["10-Year U.S. Treasury","","4.23%","","4.15%","","4.17%","","4.32%","","4.47%","","+15","","bps","","+30","","bps"],["30-Year U.S. Treasury","","4.78%","","4.73%","","4.85%","","4.91%","","4.95%","","+4","","bps","","+10","","bps"],["30-Year Fixed Rate Agency Price:"],["2.5%","","$82.98","","$84.25","","$84.63","","$84.16","","$83.71","","-$0.45","","-$0.92"],["3.0%","","$86.55","","$87.85","","$88.50","","$87.97","","$87.40","","-$0.57","","-$1.10"],["3.5%","","$90.07","","$91.40","","$92.53","","$91.67","","$90.95","","-$0.72","","-$1.58"],["4.0%","","$93.02","","$94.27","","$94.95","","$94.28","","$93.63","","-$0.65","","-$1.32"],["4.5%","","$95.67","","$97.02","","$97.70","","$96.48","","$96.

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2026-02-23. Report date: 2025-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is designed to provide a reader of AGNC Investment Corp.'s consolidated financial statements with a narrative from the perspective of management and should be read in conjunction with the consolidated financial statements and accompanying notes included in this Annual Report on Form 10-K. Our MD&A is presented in the following sections:

•Executive Overview

•Financial Condition

•Summary of Critical Accounting Estimates

•Results of Operations

•Liquidity and Capital Resources

•Off-Balance Sheet Arrangements

•Forward-Looking Statements

•Website and Social Media Disclosure

EXECUTIVE OVERVIEW

We are a leading provider of private capital to the U.S. housing market, enhancing liquidity in the residential real estate mortgage markets and, in turn, facilitating home ownership in the U.S. We invest primarily in Agency RMBS on a leveraged basis. These investments consist of residential mortgage pass-through securities and collateralized mortgage obligations for which the principal and interest payments are guaranteed by a U.S. Government-sponsored enterprise, such as Fannie Mae and Freddie Mac, or by a U.S. Government agency, such as Ginnie Mae. We may also invest in Agency multifamily MBS that are similarly guaranteed by a GSE and in other assets related to the housing, mortgage or real estate markets that are not guaranteed by a GSE or U.S. Government agency.

We are internally managed with the principal objective of generating favorable long-term stockholder returns with a substantial yield component. We generate income from the interest earned on our investments, net of associated borrowing and hedging costs, and net realized gains and losses on our investment and hedging activities. We fund our investments primarily through collateralized borrowings structured as repurchase agreements. We operate in a manner to qualify to be taxed as a REIT under the Internal Revenue Code.

We employ an active management strategy that is dynamic and responsive to evolving market conditions. The composition of our portfolio and our investment, funding, and hedging strategies are tailored to reflect our analysis of market conditions and the relative values of available options. Market conditions are influenced by a variety of factors, including interest rates, prepayment expectations, liquidity, housing prices, unemployment rates, general economic conditions, government participation in the mortgage market, regulations and relative returns on other assets.

Trends and Recent Market Impacts

Market Trends

Agency RMBS outperformed domestic fixed income alternatives in 2025, and this favorable asset class performance, coupled with AGNC's active portfolio management strategies, drove AGNC's best-in-class economic return for the year.1 In 2025, the Bloomberg US Mortgage Backed Securities Index (the "Agency MBS Index"), which represents the entire Agency RMBS market, generated a total return of 8.6% for the year, its best annual performance since 2002. Also notable, given the similar credit profile, the Agency MBS Index outperformed the Bloomberg US Treasury Index by 2.3 percentage points, or 36%.

A number of factors that materialized over the course of the year catalyzed the strong performance of Agency RMBS, including:

•The Federal Reserve (the "Fed") shifted monetary policy toward lower short-term interest rates and greater accommodation, which contributed to the positive performance of all domestic fixed income asset classes.

•Greater fiscal policy clarity and the stable supply outlook for U.S. Treasury securities contributed to reduced interest rate volatility.

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•Improved conditions in short-term funding markets, particularly late in the year, benefited Agency RMBS, as the Fed announced an expansion of its balance sheet through reserve management purchases of short-term Treasury bills, as well as other actions that improved the functionality and accessibility of its Standing Repo Program.

•The Administration articulated a framework for GSE reform that focused on reducing Agency mortgage spreads, maintaining mortgage market stability, and improving housing affordability.

Collectively, these factors—along with sizable Agency MBS purchases by the GSEs later in the year—led to lower Agency RMBS spread volatility, tighter mortgage spreads to benchmark rates, and the outperformance of Agency RMBS relative to other fixed income asset classes.

As we enter 2026, many of these favorable dynamics remain in place, and the Administration's focus on housing affordability and maintaining mortgage market stability provide a favorable backdrop for mortgage spreads. Looking ahead, the supply and demand outlook for Agency RMBS appears well balanced. At current interest rate levels, the net supply of new Agency RMBS in 2026 is expected to be approximately $200 billion, which, when coupled with $200 billion of anticipated runoff of the Fed's Agency RMBS holdings, yields approximately $400 billion of total net supply to be absorbed by the market in 2026, an amount comparable to the prior two years. Offsetting this supply, demand for Agency RMBS should remain robust, assuming conditions remain generally consistent with current expectations. GSE purchases have the potential to account for approximately half of the projected 2026 supply, and banks, money managers, foreign investors, and REITs are expected to continue to be active purchasers of Agency RMBS.

Taken together, this favorable fundamental and technical backdrop for Agency RMBS is supportive of our positive outlook.

Portfolio and Summary Financial Highlights

For 2025, AGNC generated total comprehensive income of $1.74 per diluted common share and an economic return of 22.7% on tangible common equity, comprised of $1.44 in dividends declared and a $0.47 increase in tangible net book value per common share. This compares to total comprehensive income of $0.84 per diluted common share and an economic return of 13.2% for 2024, comprised of $1.44 in dividends and a $0.29 decline in tangible net book value per common share.

Net spread and dollar roll income (a non-GAAP measure) per diluted common share decreased to $1.50 in 2025 from $1.88 in 2024. The decline was primarily driven by lower swap income resulting from the maturity of legacy interest rate swaps with low fixed pay rates, as well as a timing mismatch between the issuance and deployment of $345 million and $2.0 billion of new preferred and common equity capital, respectively, during the year.

Another driver of net spread and dollar roll income in 2025 was the level of unhedged short-term debt in our funding mix. As of December 31, 2025, our hedge ratio was 77%, reflecting the level of interest rate swap and U.S. Treasury hedges (excluding option based-hedges) relative to total funding liabilities, compared to 88% as of December 31, 2024. Our average hedge ratio for 2025 (excluding option based-hedges) was approximately 82%, compared to 93% for 2024. This decline reflects the shift toward a more accommodative monetary policy environment and moderately reduced our net spread and dollar roll income in the near term, while positioning AGNC's earnings profile to benefit from rate cuts as they occur.

Our investment portfolio totaled $94.8 billion as of December 31, 2025, an increase of $21.5 billion for the year, including a $6.1 billion increase in our TBA position to $13.0 billion. As of December 31, 2025, 30-year fixed-rate Agency RMBS and TBAs represented 95% of our investment portfolio, largely unchanged from December 31, 2024.

The weighted average coupon of our portfolio, excluding TBAs, increased to 5.19% as of December 31, 2025, compared to 5.03% as of December 31, 2024. Including TBAs, the weighted average coupon of our fixed-rate portfolio increased to 5.12%, compared to 5.02% as of December 31, 2024. At the same time, the portion of our fixed-rate investment portfolio, including TBAs, with favorable prepayment attributes2 increased to 76% as of December 31, 2025, compared to 74% as of December 31, 2024.

The average projected life Constant Prepayment Rate ("CPR") for our portfolio increased to 9.6% as of December 31, 2025, from 7.7% as of December 31, 2024, largely reflecting a 70 basis point decline in the average 30-year mortgage rate, which was 6.16% at year end. Actual CPRs averaged 8.4% for the year, compared to 7.5% for the prior year.

As of December 31, 2025, our "at risk" leverage was 7.2x tangible equity, unchanged from December 31, 2024. Average leverage for the year was 7.4x, compared to 7.2x for the prior year. We ended the year with a large liquidity position of $7.6 billion in unencumbered cash and Agency RMBS, representing 64% of tangible equity, compared to $6.1 billion and 66%, respectively, as of December 31, 2024.

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Lastly, given the convexity profile of our assets and the significant decline in interest rate volatility, we increased our receiver swaption position by $6.9 billion during the year to provide additional protection in a declining rate environment. Our duration gap, which measures the estimated difference between the interest rate sensitivity of our assets and liabilities including hedges, extended slightly to 0.4 years as of year end, compared to 0.3 years as of December 31, 2024.

Looking ahead, in addition to the favorable fundamental and technical backdrop for Agency RMBS, we expect net spread and dollar roll income to benefit from several factors, including lower funding costs resulting from the September, October and December 2025 rate cuts totaling 75 basis points, potential future rate cuts, greater stability in funding markets, and a shift in our hedge mix toward a greater share of swap-based hedges in the fourth quarter of 2025. Notwithstanding these favorable factors, higher hedging costs due to the maturity of legacy lower pay-rate swaps, as well as reduced mortgage spreads, if they materialize in 2026, could offset some or all of these benefits.

For information regarding non-GAAP financial measures, including reconciliations to the most comparable GAAP measure, please refer to Results of Operations included in this MD&A below. For information regarding the sensitivity of our tangible net book value per common share to changes in interest rates and mortgage spreads, please refer to Item 7A. Quantitative and Qualitative Disclosures about Market Risk in this form 10-K.

________________________________

1.Economic return represents the sum of the change in tangible net book value per common share and dividends declared per share of common stock during the period over beginning tangible net book value per common share. Peer group includes Annaly Capital Management, Inc. ("NLY"), ARMOUR Residential REIT, Inc. ("ARR"), Dynex Capital, Inc. ("DX"), Invesco Mortgage Capital Inc. ("IVR"), Orchid Island Capital, Inc. ("ORC"), and Two Harbors Investment Corp. ("TWO")

2.Agency RMBS with favorable prepayment attributes include: (i) specified pools backed by lower balance loans with original loan balances of up to $200K, HARP pools (defined as pools that were issued between May 2009 and December 2018 and backed by 100% refinance loans with original LTVs ≥ 80%), and pools backed by loans 100% originated in New York and Puerto Rico and (ii) other pools backed by loans with credit, loan balances, geographies, occupancy types, and other characteristics that exhibit favorable prepayment behavior.

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Market Information

The following table summarizes benchmark interest rates and prices of generic fixed rate Agency RMBS as of each date presented below:

Interest Rate/Security Price 1Dec. 31, 2024Mar. 31, 2025June 30, 2025Sept. 30, 2025Dec. 31, 2025Dec. 31, 2025vsDec. 31, 2024
Target Federal Funds Rate:
Target Federal Funds Rate - Upper Band4.50%4.50%4.50%4.25%3.75%-75bps
SOFR:
SOFR Rate4.49%4.41%4.45%4.24%3.87%-62bps
SOFR Interest Rate Swap Rate:
2-Year Swap4.08%3.72%3.49%3.40%3.31%-77bps
5-Year Swap4.04%3.65%3.43%3.39%3.46%-58bps
10-Year Swap4.07%3.76%3.69%3.66%3.80%-27bps
30-Year Swap3.93%3.79%3.90%3.93%4.17%+24bps
U.S. Treasury Security Rate:
2-Year U.S. Treasury4.24%3.89%3.72%3.61%3.48%-76bps
5-Year U.S. Treasury4.38%3.95%3.80%3.74%3.73%-65bps
10-Year U.S. Treasury4.57%4.21%4.23%4.15%4.17%-40bps
30-Year U.S. Treasury4.78%4.57%4.78%4.73%4.85%+7bps
30-Year Fixed Rate Agency Price:
2.5%$81.38$83.05$82.98$84.25$84.63+$3.25
3.0%$84.88$86.58$86.55$87.85$88.50+$3.62
3.5%$88.38$90.11$90.07$91.40$92.53+$4.15
4.0%$91.32$93.10$93.02$94.27$94.95+$3.63
4.5%$93.98$95.55$95.67$97.02$97.70+$3.72
5.0%$96.44$97.89$98.03$99.19$99.83+$3.39
5.5%$98.61$99.79$99.99$100.84$101.45+$2.84
6.0%$100.45$101.49$101.63$102.16$102.69+$2.24
6.5%$102.10$103.08$103.22$103.34$103.94+$1.84
15-Year Fixed Rate Agency Price:
1.5%$85.80$87.69$88.84$89.48$90.39+$4.59
2.0%$88.34$90.30$91.38$91.97$92.52+$4.18
2.5%$90.83$92.44$93.38$94.05$94.55+$3.72
3.0%$93.12$94.55$95.34$95.83$96.23+$3.11
3.5%$94.56$96.16$96.53$96.89$97.23+$2.67
4.0%$96.01$97.37$97.81$98.36$98.67+$2.66

________________________________

1.Price information is for generic instruments only and is not reflective of our specific portfolio holdings. Price information is as of 3:00 p.m. (EST) on such date and can vary by source. Price information is sourced from Barclays. Interest rate information is sourced from Bloomberg.

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The following table summarizes mortgage and credit spreads as of each date presented below:

Mortgage Rate/Credit SpreadDec. 31, 2024Mar. 31, 2025June 30, 2025Sept. 30, 2025Dec. 31, 2025Dec. 31, 2025vsDec. 31, 2024
Mortgage Rate: 1
30-Year Agency Current Coupon Yield to 5-Year U.S. Treasury Spread145156168146131-14
30-Year Agency Current Coupon Yield to 10-Year U.S. Treasury Spread12613012510587-39
30-Year Agency Current Coupon Yield to 5/10-Year U.S. Treasury Spread135143146126110-25
30-Year Agency Current Coupon Yield to 5/10-Year Swap Spread177181192168141-36
30-Year Agency Current Coupon Yield to 3/5/10-Year U.S. Treasury Spread142150157137123-19
30-Year Agency Current Coupon Yield to 3/5/10-Year Swap Spread177183197174151-26
30-Year Agency Current Coupon Yield5.83%5.51%5.48%5.20%5.04%-79bps
30-Year Mortgage Rate6.86%6.60%6.67%6.32%6.16%-70bps
Credit Spread (in bps): 2
CRT M2137163155151150+13
CMBS AAA7294867778+6
CDX IG5061515250
CDX HY310373316318314+4

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1.30-Year Current Coupon Yield represents the yield on new production Agency RMBS. 30-Year Current Coupon Yields are sourced from Bloomberg and 30-Year Mortgage Rates are sourced from Clear Blue.

2.CRT and CDX spreads sourced from JP Morgan. CMBS spreads are the average of spreads sourced from Bank of America, JP Morgan and Wells Fargo.

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FINANCIAL CONDITION

As of December 31, 2025 and 2024, our investment portfolio totaled $94.8 billion and $73.3 billion, respectively, consisting of: $81.1 billion and $65.5 billion Agency RMBS, at fair value, respectively; $13.0 billion and $6.9 billion net TBA securities, at fair value, respectively; $0.6 billion and $0.9 billion CRT, non-Agency RMBS and CMBS, at fair value, respectively; and other mortgage credit investments of $70 million and $64 million, respectively, which we account for under the equity method of accounting. The following table is a summary of our investment securities (including TBA securities) as of December 31, 2025 and 2024 (dollars in millions):

December 31, 2025December 31, 2024
Investment Securities (Includes TBAs) 1Amortized CostFair ValueAverage Coupon%Amortized CostFair ValueAverage Coupon%
Fixed rate Agency RMBS and TBA securities:
≤ 15-year:
≤ 15-year RMBS$251$2484.47%%$97$902.68%%
15-year TBA securities1511515.29%%%%
Total ≤ 15-year4023994.78%%97902.68%%
20-year RMBS2382273.76%%5785063.12%1%
30-year:
30-year RMBS77,15477,0085.19%81%66,46463,4535.01%87%
30-year TBA securities, net 212,76612,8374.72%14%6,8876,8615.37%9%
Total 30-year89,92089,8455.12%95%73,35170,3145.04%96%
Total fixed rate Agency RMBS and TBA securities90,56090,4715.12%96%74,02670,9105.02%97%
Adjustable rate Agency RMBS8588674.87%1%7967904.85%1%
Multifamily2,5212,5394.36%3%4854764.62%1%
CMO Agency RMBS:
CMO85833.27%%102963.34%%
Interest-only strips100960.52%%35302.08%%
Principal-only strips2220%%2523%%
Total CMO Agency RMBS 32071993.27%%1621493.34%%
Total Agency RMBS and TBA securities 394,14694,0765.09%99%75,46972,3255.02%99%
Non-Agency RMBS 1,316155.12%%17155.29%%
CMBS 311106.00%%2642366.59%%
CRT56160610.00%1%58363310.44%1%
Total investment securities 3$94,734$94,7075.12%100%$76,333$73,2095.06%100%

________________________________

1.Table excludes other mortgage credit investments of $70 million and $64 million as of December 31, 2025 and 2024, respectively.

2.TBA securities are presented net of long and short positions. For further details of our TBA securities refer to Note 5 of our Consolidated Financial Statements in this Form 10-K

3.Average coupon excludes interest-only and principal-only securities.

TBA securities are recorded as derivative instruments in our accompanying consolidated financial statements, and our TBA dollar roll transactions represent a form of off-balance sheet financing. As of December 31, 2025 and 2024, our TBA securities had a net carrying value of $71 million and $(26) million, respectively, reported in derivative assets/(liabilities) on our accompanying consolidated balance sheets. The net carrying value represents the difference between the fair value of the underlying security in the TBA contract and the price to be paid or received for the underlying security.

As of December 31, 2025 and 2024, the weighted average yield on our investment securities (excluding TBA and forward settling securities) was 4.93% and 4.77%, respectively.

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The following tables summarize certain characteristics of our fixed rate Agency RMBS portfolio, inclusive of TBA securities, as of December 31, 2025 and 2024 (dollars in millions):

December 31, 2025
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Weighted Average CouponAmortized Cost BasisWeighted AverageProjected CPR 2
Yield 2Age (Months)
Fixed rate
≤ 15-year:
2.0%$29$30$27100%2.00%102.3%1.34%6010%
2.5%777100%2.50%99.6%2.79%15420%
3.0%202020100%3.00%100.7%2.37%14818%
3.5%555100%3.50%100.9%2.62%14819%
4.0%11123%4.00%100.5%2.08%17068%
≥ 4.5%3333393398%5.20%101.5%4.66%216%
Total ≤ 15-year39540239921%4.78%101.4%3.98%2916%
20-year:
2.5%232421—%2.50%104.0%1.75%696%
3.0%21222097%3.00%103.3%2.29%778%
3.5%78797777%3.50%101.5%2.97%14710%
4.0%49514992%4.00%103.4%3.09%1039%
≥ 4.5%59626096%4.66%104.5%3.42%9711%
Total 20-year:23023822780%3.76%103.1%2.93%1109%
30-year:
≤ 3.0%2,0311,9941,76173%2.57%98.2%2.80%547%
3.5%3,9664,0553,74673%3.50%103.6%2.89%1207%
4.0%4,8565,1274,71290%4.00%105.6%3.06%1057%
4.5%11,94311,92311,74428%4.50%102.1%4.11%558%
5.0%24,82724,61624,91922%5.00%99.1%5.13%207%
5.5%22,59322,71923,13641%5.50%100.6%5.40%199%
6.0%14,46214,74315,00539%6.00%101.9%5.59%1812%
≥ 6.5%4,5894,7434,82236%6.51%103.5%5.43%1520%
Total 30-year89,26789,92089,84538%5.12%101.2%4.91%3310%
Total fixed rate$89,892$90,560$90,47138%5.12%101.2%4.91%3410%

________________________________

1.Specified pools include pools backed by lower balance loans with original loan balances of up to $200K, HARP pools (defined as pools that were issued between May 2009 and December 2018 and backed by 100% refinance loans with original LTVs ≥ 80%), and pools backed by loans 100% originated in New York and Puerto Rico. As of December 31, 2025, lower balance specified pools had a weighted average original loan balance of $181,000 and $142,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 128% and 142% for 15-year and 30-year securities, respectively.

2.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2025.

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December 31, 2024
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Weighted Average CouponAmortized Cost BasisWeighted AverageProjected CPR 2
Yield 2Age (Months)
Fixed rate
≤ 15-year:
≤ 2.0%$34$35$30100%2.00%102.6%1.34%488%
≤ 2.5%121212100%2.50%99.4%2.80%14215%
3.0%343533100%3.00%100.9%2.38%13615%
3.5%999100%3.50%101.2%2.61%13715%
4.0%5559%4.00%101.2%1.96%16434%
4.5%111100%4.50%101.0%2.71%16528%
Total ≤ 15-year95979095%2.68%101.4%2.05%10714%
20-year:
2.5%307321267—%2.50%104.5%1.74%545%
3.0%23242197%3.00%103.5%2.29%657%
3.5%98999378%3.50%101.7%2.97%1369%
4.0%58605692%4.00%103.7%3.09%939%
≥ 4.5%71746997%4.64%104.8%3.42%8710%
Total 20-year:55757850642%3.12%103.9%2.33%777%
30-year:
≤ 3.0%3,7343,7263,05266%2.41%97.9%2.73%436%
3.5%4,9105,1144,43986%3.50%104.1%2.84%1096%
4.0%5,9806,3025,56790%4.00%105.7%3.10%927%
4.5%8,2068,2737,78645%4.50%103.4%3.92%558%
5.0%12,01311,89811,66332%5.00%99.6%5.03%207%
5.5%19,62719,75819,50231%5.50%100.4%5.44%157%
6.0%13,33413,51713,51238%6.00%101.6%5.72%169%
≥ 6.5%4,6414,7634,79337%6.51%102.7%5.97%1511%
Total 30-year72,44573,35170,31444%5.04%101.5%4.74%368%
Total fixed rate$73,097$74,026$70,91044%5.02%101.5%4.71%368%

________________________________

1.See Note 1 of the preceding table for specified pool composition. As of December 31, 2024, lower balance specified pools had a weighted average original loan balance of $188,000 and $148,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 128% and 141% for 15-year and 30-year securities, respectively.

2.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2024.

For additional details regarding our CRT and non-Agency securities, including credit ratings, as of December 31, 2025 and 2024, please refer to Note 3 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

SUMMARY OF CRITICAL ACCOUNTING ESTIMATES

Our critical accounting estimates involve estimates that require management to make judgments that are subjective in nature. We rely on our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Under different conditions, we could report materially different amounts based on such estimates. For additional information regarding our significant accounting policies please refer to Note 2 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

Interest Income

The effective yield on our Agency RMBS and non-Agency securities of high credit quality is highly impacted by our estimate of future prepayments. We accrue interest income based on the outstanding principal amount and contractual terms of these securities, and we amortize or accrete premiums and discounts associated with our purchase of these securities into interest income over their projected lives, incorporating scheduled contractual payments and estimated prepayments, using the effective interest method. The weighted average cost basis of our securities as of December 31, 2025 was 101.2% of par value and may vary materially across different securities; therefore, changes in our actual or projected prepayments can significantly alter the effective yield on our assets.

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Future prepayment rates are difficult to predict, and we rely on a third-party service provider and our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Our third-party service provider estimates prepayment rates over the remaining life of our securities using models that incorporate the forward yield curve, current mortgage rates, mortgage rates on the outstanding loans, age and size of the outstanding loans, loan-to-value ratios, interest rate volatility and other factors. We review the estimated prepayment rates for reasonableness, giving consideration to historical prepayment rates, current market conditions and other factors we believe are likely to impact the rate of prepayments on our portfolio, and based on our judgment we may adjust the third-party estimates.

We review our actual and anticipated prepayment experience on at least a quarterly basis, and effective yields are recalculated when differences arise between (i) our previous prepayment estimates and (ii) actual prepayments to date and current estimates of future prepayments. When the actual and estimated future prepayment experience differs from our prior estimates, we are required to record a current-period adjustment to the amortization or accretion of premiums and discounts for the cumulative difference in the effective yield from inception through the reporting date. We commonly refer to this adjustment as "catch-up" premium amortization cost/benefit.

The most significant factor impacting prepayment rates on our securities is changes to long-term interest rates. Prepayment rates generally increase when interest rates fall and decrease when interest rates rise. Item 7A. Quantitative and Qualitative Disclosures About Market Risk in this Form 10-K includes the estimated weighted average projected CPR of our investments and the corresponding weighted average yield on our investments should interest rates instantaneously go up or down by 25, 50, and 75 basis points. However, there are a variety of other factors that may impact the rate of prepayments on our securities. Consequently, our actual experience and future estimates of prepayments could differ materially from our estimates.

At the time we purchase CRT and non-Agency securities that are not of high credit quality, we determine an effective interest rate based on our estimate of the timing and amount of cash flows and our cost basis. On at least a quarterly basis, we review the estimated cash flows and make appropriate adjustments based on input and analysis received from external sources, internal models, our judgment about interest rates, prepayment rates, including collateral call provisions, timing and amount of estimated credit losses, and other factors. Any resulting changes in effective yield are recognized prospectively based on the current amortized cost of the investment as adjusted for credit impairment, if any.

RESULTS OF OPERATIONS

Non-GAAP Financial Measures

In addition to the results presented in accordance with GAAP, our results of operations discussed below include certain non-GAAP financial information, including "economic interest income," "economic interest expense," and "net spread and dollar roll income available to common stockholders" and the related per common share measures and certain financial metrics derived from such non-GAAP information.

"Economic interest income" is measured as interest income (GAAP measure), adjusted to (i) exclude retrospective "catch-up" adjustments to premium amortization cost associated with changes in projected CPR estimates and (ii) include TBA dollar roll implied interest income. "Economic interest expense" is measured as interest expense (GAAP measure) adjusted to include TBA dollar roll implied interest expense/benefit and interest rate swap periodic cost/income. "Net spread and dollar roll income available to common stockholders" is measured as comprehensive income (loss) available (attributable) to common stockholders (GAAP measure) adjusted to: (i) exclude gains/losses on investment securities recognized through net income and other comprehensive income and gains/losses on derivative instruments and other securities (GAAP measures); (ii) exclude retrospective "catch-up" adjustments to premium amortization cost associated with changes in projected CPR estimates; and (iii) include interest rate swap periodic income/cost, TBA dollar roll income and other interest income/expense. As defined, "Net spread and dollar roll income available to common stockholders" includes (i) the components of "economic interest income" and "economic interest expense", plus (ii) other interest income/expense, and less (iii) total operating expenses and dividends on preferred stock (GAAP measures).

By providing such measures, in addition to the related GAAP measures, we believe we give greater transparency into the information used by our management in its financial and operational decision-making. We also believe it is important for users of our financial information to consider information related to our current financial performance without the effects of certain measures and one-time events that are not necessarily indicative of our current investment portfolio performance and operations.

Specifically, with respect to "net spread and dollar roll income available to common stockholders" and its components, "economic interest income" and "economic interest expense," we believe the inclusion of TBA dollar roll income is meaningful because TBAs, which are accounted for under GAAP as derivative instruments with gains and losses recognized in other gain

34

(loss) in our consolidated statement of comprehensive income, are economically equivalent to holding and financing generic Agency RMBS using short-term repurchase agreements. Similarly, we believe that the inclusion of periodic interest rate swap settlements is meaningful because interest rate swaps are the primary instruments we use to economically hedge against fluctuations in our borrowing costs, and their inclusion is more indicative of our total cost of funds than interest expense alone. Additionally, we believe the exclusion of "catch-up" premium amortization adjustments is meaningful because it excludes the cumulative effect from prior reporting periods due to current changes in future prepayment expectations and, therefore, is more indicative of the current earnings potential of our investment portfolio.

However, because such measures are incomplete measures of our financial performance and involve differences from results computed in accordance with GAAP, they should be considered as supplementary to, and not as a substitute for, results computed in accordance with GAAP. In addition, because not all companies use identical calculations, our presentation of such non-GAAP measures may not be comparable to other similarly titled measures of other companies.

Selected Financial Data

The following selected financial data is derived from our annual financial statements for the three years ended December 31, 2025. The selected financial data should be read in conjunction with the more detailed information contained in Item 8. Financial Statements and in this Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (in millions, except per share amounts):

December 31,
Balance Sheet Data202520242023
Investment securities, at fair value of $81,719, $66,348 and 54,824, respectively, and other mortgage credit investments$81,789$66,412$54,868
Total assets$115,077$88,015$71,596
Repurchase agreements and other debt$85,342$60,862$50,506
Total liabilities$102,684$78,253$63,339
Total stockholders' equity$12,393$9,762$8,257
Net book value per common share 1$9.35$9.00$9.46
Tangible net book value per common share 2$8.88$8.41$8.70
Fiscal Year
Statement of Comprehensive Income Data202520242023
Interest income$3,523$2,949$2,041
Interest expense2,8482,9312,287
Net interest income (expense)67518(246)
Other gain, net1,122955497
Operating expenses12711096
Net income1,670863155
Dividends on preferred stock161132123
Net income available to common stockholders$1,509$731$32
Net income$1,670$863$155
Other comprehensive income (loss), net268(74)155
Comprehensive income1,938789310
Dividends on preferred stock161132123
Comprehensive income available to common stockholders$1,777$657$187
Weighted average number of common shares outstanding - basic1,020.0783.4618.4
Weighted average number of common shares outstanding - diluted1,023.7786.0619.6
Net income per common share - basic$1.48$0.93$0.05
Net income per common share - diluted$1.47$0.93$0.05
Comprehensive income per common share - basic$1.74$0.84$0.30
Comprehensive income per common share - diluted$1.74$0.84$0.30
Dividends declared per common share$1.44$1.44$1.44

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Fiscal Year
Other Data (Unaudited) *202520242023
Average investment securities - at par$71,766$61,613$50,878
Average investment securities - at cost$72,737$62,698$52,262
Net TBA portfolio - at par (as of period end) 3$13,180$6,955$5,331
Net TBA portfolio - at cost (as of period end) 3$12,917$6,887$5,288
Net TBA portfolio - at market value (as of period end) 3$12,988$6,861$5,354
Net TBA portfolio - at carrying value (as of period end) 3,4$71$(26)$66
Average net TBA dollar roll position - at cost$10,853$5,389$10,000
Average total assets - at fair value$100,770$79,058$63,409
Average repurchase agreements and other debt outstanding 5$64,472$54,658$44,027
Average stockholders' equity 6$10,663$8,885$7,817
Average tangible net book value "at risk" leverage 77.4:17.2:17.4:1
Tangible net book value "at risk" leverage (as of period end) 87.2:17.2:17.0:1
Economic return on tangible common equity 922.7%13.2%3.0%
Expenses % of average total assets0.13%0.14%0.15%
Expenses % of average assets, including average net TBA position0.11%0.13%0.13%
Expenses % of average stockholders' equity1.19%1.24%1.23%

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* Except as noted below, average numbers for each period are weighted based on days on our books and records.

1.Net book value per common share is calculated as total stockholders' equity, less preferred stock liquidation preference, divided by number of common shares outstanding as of period end.

2.Tangible net book value per common share excludes goodwill.

3.Includes net TBA dollar roll position and, if applicable, forward settling securities.

4.The carrying value of our net TBA position represents the difference between the market value and the cost basis of the TBA contract as of period-end and is reported in derivative assets/(liabilities), at fair value on our accompanying consolidated balances sheets.

5.Amount represents the daily weighted average repurchase agreements outstanding for the period used to fund our investment securities and other debt. Amount excludes U.S. Treasury repurchase agreements and TBA contracts. Other debt includes debt of consolidated VIEs.

6.Average stockholders' equity calculated as average month-ended stockholders' equity during the period.

7.Average tangible net book value "at risk" leverage is calculated by dividing the sum of daily weighted average repurchase agreements used to fund our investment securities, other debt, and TBA and forward settling securities (at cost) (collectively "mortgage borrowings") outstanding for the period by the sum of average stockholders' equity adjusted to exclude goodwill for the period. Leverage excludes U.S. Treasury repurchase agreements.

8.Tangible net book value "at risk" leverage as of period end is calculated by dividing the sum of mortgage borrowings outstanding and receivable/payable for unsettled investment securities as of period end by the sum of total stockholders' equity adjusted to exclude goodwill as of period end. Leverage excludes U.S. Treasury repurchase agreements.

9.Economic return on tangible common equity represents the sum of the change in tangible net book value per common share and dividends declared per share of common stock during the period over beginning tangible net book value per common share.

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Economic Interest Income and Asset Yields

The following table summarizes our economic interest income (a non-GAAP measure) for fiscal years 2025, 2024 and 2023, which includes the combination of interest income (a GAAP measure) on our holdings reported as investment securities on our consolidated balance sheets, adjusted to exclude estimated "catch-up" premium amortization adjustments for the cumulative effect from prior reporting periods due to changes in our CPR forecast, and implied interest income on our TBA securities (dollars in millions):

Fiscal Year
202520242023
AmountYieldAmountYieldAmountYield
Interest income:
Cash/coupon interest income$3,7005.15%$3,0724.99%$2,2424.41%
Net premium amortization benefit (cost)(177)(0.31)%(123)(0.29)%(201)(0.50)%
Interest income (GAAP measure)3,5234.84%2,9494.70%2,0413.91%
Estimated "catch-up" premium amortization cost (benefit) due to change in CPR forecast120.02%(51)(0.08)%(5)(0.01)%
Interest income, excluding "catch-up" premium amortization3,5354.86%2,8984.62%2,0363.90%
TBA dollar roll income - implied interest income 1,25625.17%3005.55%5245.24%
Economic interest income (non-GAAP measure) 3$4,0974.90%$3,1984.70%$2,5604.11%
Weighted average actual portfolio CPR for investment securities held during the period8.4%7.5%6.3%
Weighted average projected CPR for the remaining life of investment securities held as of period end9.6%7.7%11.4%
30-year fixed rate mortgage rate as of period end 46.16%6.86%6.56%
10-year U.S. Treasury rate as of period end 44.17%4.57%3.88%

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1.Reported in gain (loss) on derivatives instruments and other securities, net in the accompanying consolidated statements of operations.

2.Implied interest income from TBA dollar roll transactions is computed as the sum of (i) TBA dollar roll income and (ii) estimated TBA implied funding cost (see Economic Interest Expense and Aggregate Cost of Funds below). TBA dollar roll income represents the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and is the economic equivalent to interest income on the underlying Agency securities, less an implied funding cost, over the forward settlement period. Amount is net of TBAs used for hedging purposes. Amount excludes TBA mark-to-market adjustments.

3.The combined asset yield is calculated on a weighted average basis based on our average investment and TBA balances outstanding during the period and their respective yields.

4.30-year fixed rate mortgage rates are sourced from Optimal Blue. 10-year U.S. Treasury rates are sourced from Bloomberg.

The principal elements impacting our economic interest income are the average size of our investment portfolio and the average yield on our securities. The following table includes a summary of the estimated impact of each of these elements on our economic interest income for fiscal years 2025 and 2024 compared to the prior year period (in millions):

Impact of Changes in the Principal Elements Impacting Economic Interest Income
Due to Change in Average
Fiscal Year 2025 vs 2024Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$574$472$102
Estimated "catch-up" premium amortization due to change in CPR forecast6363
Interest income, excluding "catch-up" premium amortization637472165
TBA dollar roll income - implied interest income262304(42)
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$899$776$123
Due to Change in Average
Fiscal Year 2024 vs 2023Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$908$408$500
Estimated "catch-up" premium amortization due to change in CPR forecast(46)(46)
Interest income, excluding "catch-up" premium amortization862408454
TBA dollar roll income - implied interest income(224)(242)18
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$638$166$472

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Our average investment portfolio (at cost), inclusive of TBAs, increased 23% and 9% for fiscal years 2025 and 2024, respectively, primarily due to an increase in our capital base. The average yield on our investment portfolio, including TBA implied asset yields and excluding "catch-up" premium amortization, increased 20 and 59 basis points for fiscal years 2025 and 2024, respectively, largely as a result of shifting our asset portfolio from lower coupon holdings toward a greater share of higher coupon, specified pools.

Leverage

Our primary measure of leverage is our tangible net book value "at risk" leverage ratio, which is measured as the sum of our repurchase agreements and other debt used to fund our investment securities and net TBA and forward settling securities position (at cost) (together referred to as "mortgage borrowings") and our net receivable/payable for unsettled investment securities, divided by our total stockholders' equity adjusted to exclude goodwill.

We include our net TBA position in our measure of leverage because a forward contract to acquire Agency RMBS in the TBA market carries similar risks to Agency RMBS purchased in the cash market and funded with on-balance sheet liabilities. Similarly, a TBA contract for the forward sale of Agency securities has substantially the same effect as selling the underlying Agency RMBS and reducing our on-balance sheet funding commitments. (Refer to Liquidity and Capital Resources in this Form 10-K for further discussion of TBA securities and dollar roll transactions). Repurchase agreements used to fund short-term investments in U.S. Treasury securities ("U.S. Treasury Repo") are excluded from our measure of leverage due to the temporary and highly liquid nature of these investments. The following table presents a summary of our leverage ratios for the periods listed (dollars in millions):

Investment Securities Repurchase Agreements and Other Debt 1Net TBA Position Long/(Short) 2Average Tangible Net Book Value "At Risk" Leverage during the Period 3Tangible Net Book Value "At Risk" Leverageas ofPeriod End 4
Quarter EndedAverage Daily AmountMaximum Daily AmountEnding AmountAverage Daily AmountEnding Amount
December 31, 2025$69,943$74,195$73,002$13,764$12,9177.4:17.2:1
September 30, 2025$66,654$70,066$69,057$10,163$13,8057.5:17.6:1
June 30, 2025$59,469$66,790$66,052$11,996$8,1627.5:17.6:1
March 31, 2025$61,707$63,789$63,312$7,428$7,4297.3:17.5:1
December 31, 2024$59,690$63,759$59,426$5,936$6,8877.2:17.2:1
September 30, 2024$59,322$64,585$63,468$2,650$4,0677.2:17.2:1
June 30, 2024$50,784$55,507$54,682$6,805$5,3187.2:17.4:1
March 31, 2024$48,730$49,894$48,216$6,190$8,4057.0:17.1:1
December 31, 2023$47,548$52,643$48,959$4,993$5,2887.4:17.0:1
September 30, 2023$47,073$52,888$51,931$7,340$2,4077.5:17.9:1
June 30, 2023$41,546$42,408$40,962$9,985$10,3207.2:17.2:1
March 31, 2023$39,824$42,919$42,022$17,851$10,3857.7:17.2:1

________________________________

1.Other debt includes debt of consolidated VIEs. Amounts exclude U.S. Treasury Repo agreements.

2.Daily average and ending net TBA position outstanding measured at cost. Includes forward settling non-Agency securities.

3.Average tangible net book value "at risk" leverage during the period represents the sum of our daily weighted average repurchase agreements and other debt used to fund acquisitions of investment securities and net TBA and forward settling securities position outstanding, divided by the sum of our average month-ended stockholders' equity, adjusted to exclude goodwill.

4.Tangible net book value "at risk" leverage as of period end represents the sum of our repurchase agreements and other debt used to fund acquisitions of investments securities, net TBA and forward settling securities position (at cost), and net receivable/payable for unsettled investment securities outstanding as of period end, divided by total stockholders' equity, adjusted to exclude goodwill as of period end.

Economic Interest Expense and Aggregate Cost of Funds

The following table summarizes our economic interest expense and aggregate cost of funds (non-GAAP measures) for fiscal years 2025, 2024 and 2023 (dollars in millions), which includes the combination of interest expense on repurchase agreements and other debt used to fund acquisitions of investment securities (GAAP measure), implied financing cost of our TBA securities and interest rate swap periodic income:

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Fiscal Year
202520242023
Economic Interest Expense and Aggregate Cost of Funds 1AmountCost of FundsAmountCost of FundsAmountCost of Funds
Investment securities repurchase agreement and other debt - interest expense (GAAP measure)$2,8484.36%$2,9315.27%$2,2875.12%
TBA dollar roll income - implied interest expense 2,34654.22%2795.07%4934.86%
Economic interest expense - before interest rate swap periodic income, net 43,3134.34%3,2105.25%2,7805.07%
Interest rate swap periodic income, net 2,5(1,037)(1.36)%(1,815)(2.97)%(2,202)(4.02)%
Total economic interest expense (non-GAAP measure)$2,2762.98%$1,3952.28%$5781.05%

________________________________

1.Amounts exclude interest rate swap termination fees and variation margin settlements paid or received, forward starting swaps and the impact of other supplemental hedges, such as swaptions and U.S. Treasury positions.

2.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

3.The implied funding cost (benefit) of TBA dollar roll transactions is determined using the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and market based assumptions regarding the "cheapest-to-deliver" collateral that can be delivered to satisfy the TBA contract, such as the anticipated collateral's weighted average coupon, weighted average maturity and projected 1-month CPR. The average implied funding cost (benefit) for all TBA transactions is weighted based on our daily average TBA balance outstanding for the period.

4.The combined cost of funds for total mortgage borrowings outstanding, before interest rate swap periodic income, is calculated on a weighted average basis based on average investment securities repurchase agreements, other debt and TBA securities outstanding during the period and their respective cost of funds.

5.Interest rate swap periodic income is measured as a percent of average mortgage borrowings outstanding for the period.

The principal elements impacting our economic interest expense are (i) the size of our average mortgage borrowings and interest rate swap portfolio outstanding during the period, (ii) the average interest rate on our mortgage borrowings and (iii) the average net interest rate paid/received on our interest rate swaps. The following table includes a summary of the estimated impact of these elements on our economic interest expense for fiscal years 2025 and 2024 compared to the prior year period (in millions):

Impact of Changes in the Principal Elements of Economic Interest Expense
Due to Change in Average
Fiscal Year 2025 vs 2024Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Investment securities repurchase agreement and other debt interest expense$(83)$526$(609)
TBA dollar roll income - implied interest expense186283(97)
Interest rate swap periodic income/cost778(233)1,011
Total change in economic interest expense$881$576$305
Due to Change in Average
Fiscal Year 2024 vs 2023Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Investment securities repurchase agreement and other debt interest expense$644$552$92
TBA dollar roll income - implied interest benefit/expense(214)(227)13
Interest rate swap periodic income/cost387171216
Total change in economic interest benefit/expense$817$496$321

Our average mortgage borrowings, inclusive of TBAs, increased 25% and 11% for fiscal years 2025 and 2024, respectively, consistent with the increase to our average investment portfolio. The average interest rate on our mortgage borrowings, excluding the impact of interest rate swap periodic income, decreased 91 and increased 18 basis points for fiscal years 2025 and 2024, respectively, due to changes in short-term interest rates.

Interest rate swap periodic income declined for fiscal years 2025 and 2024, primarily due to higher pay rates on our pay-fixed swaps, largely reflecting the maturity of lower-cost legacy swaps, and lower receive rates. The ratio of interest rate swaps outstanding to mortgage borrowings also declined, reflecting a reduction in the Company's total hedge ratio and shifts in hedge composition. The following table summarizes our interest rate swaps outstanding during fiscal years 2025, 2024 and 2023 (dollars in millions). Amounts exclude forward starting swaps not yet in effect.

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Fiscal Year
Average Ratio of Interest Rate Swaps (Excluding Forward Starting Swaps) to Mortgage Borrowings Outstanding202520242023
Average investment securities repo and other debt outstanding$64,472$54,658$44,027
Average net TBA dollar roll position outstanding - at cost$10,853$5,389$10,000
Average mortgage borrowings outstanding$75,325$60,047$54,027
Average notional amount of interest rate swaps outstanding (excluding forward starting swaps), net$48,921$43,351$47,012
Ratio of average interest rate swaps to mortgage borrowings outstanding65%72%87%
Average interest rate swap pay-fixed rate (excluding forward starting swaps)2.16%1.16%0.55%
Average interest rate swap receive-floating rate(4.34)%(5.25)%(5.17)%
Average interest rate swap net pay/(receive) rate(2.18)%(4.09)%(4.62)%

For fiscal years 2025, 2024 and 2023, we had an average forward starting net pay-fixed rate swap balance of $469 million, $672 million and $43 million, respectively. Forward starting interest rate swaps do not impact our economic interest expense and aggregate cost of funds until they commence accruing net interest settlements on their forward start dates.

Net Interest Spread

The following table presents a summary of our net interest spread (including the impact of TBA dollar roll income, interest rate swaps and excluding "catch-up" premium amortization) for fiscal years 2025, 2024 and 2023:

Fiscal Year
Investment and TBA Securities - Net Interest Spread202520242023
Average asset yield4.90%4.70%4.11%
Average aggregate cost of funds(2.98)%(2.28)%(1.05)%
Average net interest spread1.92%2.42%3.06%

Net Spread and Dollar Roll Income

The following table presents a reconciliation of net spread and dollar roll income available to common stockholders (non-GAAP measure) from comprehensive income (loss) available (attributable) to common stockholders (the most comparable GAAP financial measure) for fiscal years 2025, 2024 and 2023 (dollars in millions):

Fiscal Year
202520242023
Comprehensive income available to common stockholders$1,777$657$187
Adjustments to exclude realized and unrealized (gains) losses reported through net income:
Realized loss on sale of investment securities, net5291881,567
Unrealized (gain) loss on investment securities measured at fair value through net income, net(2,733)885(1,678)
(Gain) loss on derivative instruments and other securities, net1,082(2,028)(386)
Adjustment to exclude unrealized (gain) loss reported through other comprehensive income:
Unrealized (gain) loss on available-for-sale securities measure at fair value through other comprehensive income, net(268)74(155)
Other adjustments:
Estimated "catch-up" premium amortization cost (benefit) due to change in CPR forecast 112(51)(5)
TBA dollar roll income, net 2972131
Interest rate swap periodic income, net 21,0371,8152,202
Other interest income (expense), net 2,32(87)(146)
Net spread and dollar roll income available to common stockholders (non-GAAP measure)1,5351,4741,617
Weighted average number of common shares outstanding - basic1,020.0783.4618.4
Weighted average number of common shares outstanding - diluted1,023.7786.0619.6
Net spread and dollar roll income per common share - basic$1.50$1.88$2.61
Net spread and dollar roll income per common share - diluted$1.50$1.88$2.61

________________________________

1.Reported in interest income in our consolidated statements of comprehensive income.

2.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

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3.Other interest income (expense), net includes interest income on cash and cash equivalents; price alignment interest income (expense) ("PAI") on interest rate swap margin deposits posted by or (to) the Company; and other miscellaneous interest income (expense).

Gain (Loss) on Investment Securities, Net

The following table is a summary of our net gain (loss) on investment securities for fiscal years 2025, 2024 and 2023 (in millions):

Fiscal Year
Gain (Loss) on Investment Securities, Net 1202520242023
Loss on sale of investment securities, net$(529)$(188)$(1,567)
Unrealized gain (loss) on investment securities measured at fair value through net income, net 22,733(885)1,678
Unrealized gain (loss) on investment securities measured at fair value through other comprehensive income, net268(74)155
Total gain (loss) on investment securities, net$2,472$(1,147)$266

________________________________

1.Amounts exclude gain (loss) on TBA securities, which is reported in gain (loss) on derivative instruments and other securities, net in our Consolidated Statements of Comprehensive Income.

2.Investment securities acquired after fiscal year 2016 are measured at fair value through net income (see Note 2 of our Consolidated Financial Statements in this Form 10-K).

Gain (Loss) on Derivative Instruments and Other Securities, Net

The following table is a summary of our gain (loss) on derivative instruments and other securities, net for fiscal years 2025, 2024 and 2023 (in millions):

Fiscal Year
202520242023
TBA securities, dollar roll income$97$21$31
TBA securities, mark-to-market gain (loss)221(144)18
Interest rate swaps, periodic income1,0371,8152,202
Interest rate swaps, mark-to-market gain (loss)(1,555)(804)(1,532)
Credit default swaps - buy protection(7)(13)
Payer swaptions(29)54(21)
Receiver swaptions(47)(3)
U.S. Treasury securities(705)759(84)
U.S. Treasury futures contracts(120)409(42)
SOFR futures contracts - long position2013(10)
Other interest income (expense)2(87)(146)
Other gain (loss)(3)2(17)
Total gain (loss) on derivative instruments and other securities, net$(1,082)$2,028$386

For further details regarding our use of derivative instruments and related activity refer to Notes 2 and 5 of our Consolidated Financial Statements in this Form 10-K.

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LIQUIDITY AND CAPITAL RESOURCES

Our business is dependent on our ability to maintain adequate levels of liquidity and capital resources to fund day-to-day operations, fulfill collateral requirements under our funding and derivative agreements, and to satisfy our dividend distribution requirement of at least 90% of our taxable income to maintain our qualification as a REIT. Our primary sources of liquidity are unencumbered cash and securities, borrowings available under repurchase agreements, TBA dollar roll financing and monthly receipts of principal and interest payments. We may also conduct asset sales, change our asset or funding mix, issue equity or undertake other capital enhancing actions to maintain adequate levels of liquidity and capital resources. There are various risks and uncertainties that can impact our liquidity, such as those described in Item 1A. Risk Factors and Item 7A. Quantitative and Qualitative Disclosures of Market Risks in this Form 10-K. In assessing our liquidity, we consider a number of factors, including our current leverage, collateral levels, access to capital markets, overall market conditions, and the sensitivity of our tangible net book value over a range of scenarios. We believe that we have sufficient liquidity and capital resources available to meet our obligations and execute our business strategy.

Leverage and Financing Sources

Our leverage will vary depending on market conditions and our assessment of relative risks and returns, but we generally expect our leverage to be between six and ten times the amount of our tangible stockholders' equity, measured as the sum of our total mortgage borrowings and net payable / (receivable) for unsettled investment securities, divided by the sum of our total stockholders' equity adjusted to exclude goodwill. Our tangible net book value "at risk" leverage ratio was 7.2x as of December 31, 2025 and 2024. The following table includes a summary of our mortgage borrowings outstanding as of December 31, 2025 and 2024 (dollars in millions). For additional details of our mortgage borrowings refer to Notes 2, 4 and 5 to our Consolidated Financial Statements in this Form 10-K.

December 31, 2025December 31, 2024
Mortgage BorrowingsAmount%Amount%
Investment securities repurchase agreements 1,2$72,94685%$59,36290%
Debt of consolidated variable interest entities, at fair value56%64%
Total debt73,00285%59,42690%
TBA and forward settling non-Agency securities, at cost12,91715%6,88710%
Total mortgage borrowings$85,919100%$66,313100%

________________________________

1.Includes Agency RMBS, CRT and non-Agency MBS repurchase agreements. Excludes U.S. Treasury repurchase agreements totaling $12.3 billion and $1.4 billion as of December 31, 2025 and 2024, respectively.

2.As of December 31, 2025 and 2024, 44% and 47%, respectively, of our total repurchase agreements, including 51% and 49% or our investment securities repurchase agreements, respectively, were funded through the Fixed Income Clearing Corporation's GCF Repo service.

We primarily finance our assets through collateralized borrowings structured as repurchase agreements ("repo"). We enter into these agreements on a bilateral basis with financial institutions and independent dealers, as well as through tri-party and centrally cleared repo platforms—such as the FICC's GCF Repo service—accessed through our wholly owned, registered broker-dealer subsidiary, Bethesda Securities, LLC. We manage our repo funding through counterparty diversification, maintaining a suitable maturity profile, interest rate hedging, and other strategies. In addition to repo, we also utilize TBA dollar roll transactions to synthetically finance Agency RMBS.

The terms of bilateral repurchase agreements are established on a transaction-by-transaction basis at the time each borrowing is initiated or renewed and are governed by the provisions of a Master Repurchase Agreement. For GCF Repo transactions, the terms and conditions are set by the FICC's clearing rules and applicable operating procedures. Each of our repurchase agreements requires that borrowed amounts be subject to collateralization requirements, and interest rates are generally fixed and reflect prevailing market rates for the specified borrowing term and collateral type. Our repurchase agreement counterparties are not obligated to renew or enter into new borrowings upon the maturity of existing agreements.

TBA dollar roll transactions enhance our funding diversification, expand our available pool of assets, and improve our liquidity position by typically requiring less collateral than Agency RMBS financed with repo. These transactions may also benefit from lower implied costs, or "specialness." However, if rolling TBA contracts into future months becomes uneconomical, we may need to take physical delivery of the underlying securities and fund those securities with other sources, potentially reducing our liquidity position.

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Collateral Requirements and Unencumbered Assets

Borrowing capacity under our repurchase agreements is influenced by counterparty margin requirements, collateral values, interest rates, risk limits, and counterparties' willingness and ability to lend. These factors may change over time in response to interest rate movements, overall market liquidity, shifts in credit quality and changes in bank regulatory requirements. Centrally cleared repo capacity also depends on Bethesda Securities continued compliance with regulatory and FICC membership requirements and maintaining its risk exposure within limits established by the FICC.

Haircuts for bilateral repurchase agreements are determined on a transaction-specific basis. A haircut is a discount applied to the market value of pledged collateral to protect the counterparty against potential declines in its value and potential costs of selling collateral after a default. When collateral values decline, counterparties typically issue a margin call requiring us to post additional collateral to restore the required collateralization level. Conversely, if the value of pledged securities rises, we may request the return of excess collateral. Collateral values are determined by our counterparties, who are required to act in good faith.

For centrally cleared GCF repo transactions, margin requirements are set by the FICC. These include an initial margin requirement, calculated daily using a Value-at-Risk ("VaR") model, which evaluates Bethesda Securities' net exposure to the FICC, taking into account the offsetting risk sensitivities of positions such as repos and reverse repos. Initial margin is designed to protect the FICC against potential future exposure from a member default and may also be used to cover losses arising from the default of other clearing members, subject to assessments from the loss mutualization waterfall and applicable caps and withdrawal provisions set pursuant to FICC rules. The FICC also imposes daily variation margin, based on amounts borrowed plus accrued interest, adjusted for fluctuations in collateral value, and is intended to cover the current exposure associated with the repo transaction.

Margin thresholds may increase during periods of elevated market volatility, which could adversely affect our liquidity position. In addition, repo counterparties typically reduce the collateral values assigned to Agency RMBS each month to reflect principal repayments. Bilateral repo counterparties make this adjustment upon the publication of the pay-down factor by Fannie Mae, Freddie Mac or Ginnie Mae on the fifth business day following month-end, even though principal payments are generally not received until the 25th calendar day following month-end. The FICC assesses margin on the last business day of each month—prior to the factor release—using internally projected pay-down rates and subsequently adjusts collateral requirements to reflect the actual factor data when released.

The timing difference between margin calls related to principal pay-downs and our receipt of the corresponding cash flows temporarily reduces our available liquidity each month. We manage this liquidity risk by monitoring factors that influence prepayment activity and through disciplined asset selection. As of December 31, 2025, approximately 14% of our investment portfolio consisted of TBA securities, which are not subject to monthly principal pay-downs. The remainder of our portfolio, primarily consisting of Agency RMBS, had an average one-year CPR forecast of 12%.

Collateral requirements under our derivative agreements are typically subject to initial and variation margin requirements, similar to those for centrally cleared repo transactions, and may be adjusted based on changes in the value of the derivative agreements, collateral values, market volatility, and other factors. Collateral requirements for our TBA contracts are governed by the Mortgage-Backed Securities Division ("MBSD") of the FICC. Collateral levels for interest rate swap agreements are established by the central clearing exchange and the associated futures commission merchants ("FCMs"), which may impose margin requirements in excess of those required by the clearing exchange. Collateral requirements for non-centrally cleared derivatives are set by the counterparty financial institution.

Haircut levels and initial or additional minimum margin requirements reduce the amount of our unencumbered assets and limit our borrowing capacity. Margin calls for repo and TBA transactions are typically due on the same business day, while margin calls for interest rate swaps and other derivative transactions are typically due on the next business day, subject to notice provisions. During fiscal year 2025, haircuts and initial margin requirements on our repo funding arrangements remained stable. As of December 31, 2025, the weighted average haircut and initial margin on our repurchase agreements were approximately 3.1% of the value of our collateral, compared to 3.2% as of December 31, 2024. We were in compliance with all margin requirements as of December 31, 2025.

To mitigate the risk of margin calls, we seek to maintain excess liquidity by holding unencumbered liquid assets that can be used to satisfy collateral requirements, collateralize additional borrowings or be sold for cash. As of December 31, 2025, our unencumbered assets totaled approximately $7.7 billion, or 65% of tangible equity, consisting of $7.6 billion of cash and unencumbered Agency RMBS and $0.1 billion of unencumbered credit assets. This compares to $6.2 billion of unencumbered assets, or 67% of tangible equity, as of December 31, 2024, consisting of $6.1 billion of cash and unencumbered Agency RMBS and $0.1 billion of unencumbered credit assets.

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For additional details regarding assets pledged under our repo and derivative agreements refer to Note 6 to our Consolidated Financial Statements in this Form 10-K.

Counterparty Risk

Collateral requirements imposed by counterparties subject us to the risk that pledged assets may not be returned to us as and when required. We attempt to manage this risk by actively monitoring our collateral positions and limiting our counterparties to registered clearinghouses and regulated financial institutions, including banks and broker-dealers (both bank affiliated and independent) with acceptable credit ratings. We also diversify our funding sources across multiple counterparties and geographic region.

As of December 31, 2025, our maximum amount at risk (or the excess/shortfall of the value of collateral pledged/received over our repurchase agreement liabilities/reverse repurchase agreement receivables) with any of our repurchase agreement counterparties, excluding the FICC, was less than 2% of our tangible stockholders' equity, with our top five repo counterparties, excluding the FICC, representing less than 5% of our tangible stockholders' equity. As of December 31, 2025, less than 10% of our tangible stockholders' equity was at risk with the FICC. Excluding central clearing exchanges, as of December 31, 2025, our amount at risk with any counterparty to our derivative agreements was less than 1% of our stockholders' equity.

Asset Sales

Agency RMBS securities are among the most liquid fixed income securities, and the TBA market is the second most liquid market (after the U.S. Treasury market). Although market conditions fluctuate, the vitality of these markets enables us to sell assets under most conditions to generate liquidity through direct sales or delivery into TBA contracts, subject to "good delivery" provisions promulgated by the Securities Industry and Financial Markets Association ("SIFMA"). Under certain market conditions, however, we may be unable to realize the full carrying value of our securities. We attempt to manage this risk by maintaining at least a minimum level of securities that trade at or near TBA values that in our estimation enhances our portfolio liquidity across a wide range of market conditions. Please refer to Trends and Recent Market Impacts of this Management Discussion and Analysis for further information regarding Agency RMBS and TBA market conditions.

Capital Markets

Equity capital markets serve as a source of capital to grow our business and to meet potential liquidity needs. The availability of equity capital is dependent on market conditions and investor demand for our common and preferred stock. We will typically not issue common stock at times when we believe the capital raised will not be accretive to our tangible net book value or earnings, and we will typically not issue preferred equity when its cost exceeds acceptable hurdle rates of return on our equity. We may also be unable to raise additional equity capital at suitable times or on favorable terms. Furthermore, when the trading price of our common stock is less than our then-current estimate of our tangible net book value per common share, among other conditions, we may repurchase shares of our common stock pursuant to the stock repurchase plan authorized by our Board. As of December 31, 2025, $1.0 billion remained authorized to repurchase shares of our common stock through December 31, 2026. Please refer to Note 9 of our Consolidated Financial Statements in this Form 10-K for further details regarding our recent equity capital transactions.

OFF-BALANCE SHEET ARRANGEMENTS

As of December 31, 2025, we did not maintain relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance, or special purpose or variable interest entities, established to facilitate off-balance sheet arrangements or other contractually narrow or limited purposes. Additionally, as of December 31, 2025, we had not guaranteed obligations of unconsolidated entities or entered into a commitment or intent to provide funding to such entities.

FORWARD-LOOKING STATEMENTS

The statements contained in this Annual Report that are not historical facts, including estimates, projections, beliefs, expectations concerning conditions, events, or the outlook for our business, strategy, performance, operations or the markets or industries in which we operate, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are typically identified by words such as "believe," "plan," "expect," "anticipate," "see," "intend," "outlook," "potential," "forecast," "estimate," "will," "could," "should" "likely" and other similar, correlative or comparable words and expressions.

Forward-looking statements are based on management's assumptions, projections and beliefs as of the date of this Annual Report, but they involve a number of risks and uncertainties. Actual results may differ materially from those anticipated in

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forward-looking statements, as well as from historical performance. Factors that could cause actual results to vary from our forward-looking statements include, but are not limited to, the following:

•the level, degree and extent of volatility in interest rates or the yield on our assets relative to interest rate benchmarks;

•fluctuations in mortgage prepayment rates on the loans underlying our Agency RMBS;

•the availability and terms of our financing and hedge positions;

•changes in the market value of our assets, including from changes in net interest spreads, market liquidity or depth, and changes in our "at risk" leverage or hedge positions;

•fluctuations in the yield curve;

•the effectiveness of our risk mitigation strategies;

•conditions in the market for Agency RMBS and other mortgage securities, including changes in the available supply of such securities or investor appetite therefor;

•changes in U.S. monetary policy or interest rates, including actions taken by the Federal Reserve to adjust the size or composition of its U.S. Treasury and Agency RMBS bond portfolio or to influence funding markets;

•changes in U.S. government entity purchases or dispositions of Agency RMBS or other actions that directly or indirectly increase demand or supply of Agency RMBS or affect prepayment speeds;

•the direct or indirect effects of actions by the federal, state, or local governments that affect the economy, the housing sector or financial markets, including actions relating to fiscal policy;

•the direct or indirect effects of geopolitical events, including war, terrorism, civil discord, embargos, trade or other disputes, or natural disasters, on conditions in the markets for Agency RMBS or other mortgage securities, the terms or availability of funding for our business, or our ongoing business operations;

•the availability of personnel, operational resources, information technology and other systems to conduct our operations;

•changes to laws, regulations, rules or policies that affect the GSE's, the primary or secondary mortgage markets in which we participate or U.S. housing finance activity, including actions that would end or alter the conservatorships of Fannie Mae or Freddie Mac or their quasi-governmental status; and

•legislative or regulatory actions that affect our status as a REIT or our exemption from the Investment Company Act of 1940.

Forward-looking statements speak only as of the date made, and we do not assume any duty and do not undertake to update forward-looking statements. A further discussion of risks and uncertainties that could cause actual results to differ from any of our forward-looking statements is included under Item 1A. Risk Factors in Part I of this document. We caution readers not to place undue reliance on our forward-looking statements.

WEBSITE AND SOCIAL MEDIA DISCLOSURE

We use our website (www.AGNC.com) and AGNC's LinkedIn (www.linkedin.com/company/agnc-investment-corp/) and X (www.x.com/AGNCInvestment) accounts to distribute information about the Company. Investors should monitor these channels in addition to our press releases, filings with the U.S. Securities and Exchange Commission ("SEC"), public conference calls and webcasts, as information posted through them may be deemed material. Our website, alerts and social media channels are not incorporated by reference into, and are not a part of, this or any other report filed with or furnished to the SEC. Investors and others may automatically receive emails and information about AGNC when they sign up for investor alerts on the "Investor Resources" tab of the Investor Relations section of our website.

MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0001423689-25-000007.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-02-21. Report date: 2024-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is designed to provide a reader of AGNC Investment Corp.'s consolidated financial statements with a narrative from the perspective of management and should be read in conjunction with the consolidated financial statements and accompanying notes included in this Annual Report on Form 10-K. Our MD&A is presented in the following sections:

•Executive Overview

•Financial Condition

•Summary of Critical Accounting Estimates

•Results of Operations

•Liquidity and Capital Resources

•Off-Balance Sheet Arrangements

•Forward-Looking Statements

•Website and Social Media Disclosure

EXECUTIVE OVERVIEW

We are a leading provider of private capital to the U.S. housing market, enhancing liquidity in the residential real estate mortgage markets and, in turn, facilitating home ownership in the U.S. We invest primarily in Agency RMBS on a leveraged basis. These investments consist of residential mortgage pass-through securities and collateralized mortgage obligations for which the principal and interest payments are guaranteed by a U.S. Government-sponsored enterprise, such as Fannie Mae and Freddie Mac, or by a U.S. Government agency, such as Ginnie Mae. We may also invest in other assets related to the housing, mortgage or real estate markets that are not guaranteed by a GSE or U.S. Government agency.

We are internally managed with the principal objective of generating favorable long-term stockholder returns with a substantial yield component. We generate income from the interest earned on our investments, net of associated borrowing and hedging costs, and net realized gains and losses on our investment and hedging activities. We fund our investments primarily through collateralized borrowings structured as repurchase agreements. We operate in a manner to qualify to be taxed as a REIT under the Internal Revenue Code.

We employ an active management strategy that is dynamic and responsive to evolving market conditions. The composition of our portfolio and our investment, funding, and hedging strategies are tailored to reflect our analysis of market conditions and the relative values of available options. Market conditions are influenced by a variety of factors, including interest rates, prepayment expectations, liquidity, housing prices, unemployment rates, general economic conditions, government participation in the mortgage market, regulations and relative returns on other assets.

Trends and Recent Market Impacts

In 2024, an increasingly favorable market environment for Agency RMBS investors emerged as the Fed pivoted from its restrictive monetary policy and began lowering short-term rates toward a neutral level. Declining inflationary pressures and the Fed’s more accommodative monetary policy helped reduce interest rate volatility and steepen the yield curve. These dynamics provided an improved investment backdrop that enabled AGNC to generate a positive economic return of 13.2% in 2024, comprised of our monthly dividends totaling $1.44 per common share for the year and a modest decline of our tangible net book value of $0.29 per common share.

The U.S. presidential election and its implications for deficit spending, fiscal policy and future Treasury issuance tempered the positive investment sentiment that existed during the first three quarters of the year. In addition, strong economic data late in the fourth quarter extended the Fed’s anticipated easing timeline as evidenced by its December Summary of Economic Projections, which indicated fewer expected rate cuts in 2025 and 2026 than previously projected.

Looking forward, our outlook for Agency mortgage-backed securities in 2025 remains very favorable. We anticipate that Agency RMBS spreads relative to benchmark rates will remain wide compared to historical averages and continue to trade within the well-defined range that has been established over the past several quarters. Agency RMBS spreads to benchmark rates in the current range offer investors attractive return opportunities. Further, longer-term interest rates have risen meaningfully, and as of year-end, the 30-year primary mortgage rate was once again near 7%. At current rate levels, we expect the supply of Agency RMBS in 2025 to be similar to that of 2024 and reasonably well-aligned with investor demand. Potential increases in bank demand as regulatory constraints ease could also provide incremental additional support for Agency RMBS valuations. Together, these positive dynamics create a constructive investment backdrop for AGNC in 2025.

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Notwithstanding our favorable outlook for Agency RMBS as we begin 2025, financial market and macroeconomic uncertainty remains elevated as the new administration implements sweeping changes to tariff, immigration, fiscal, and regulatory policy. In addition, while GSE reform does not appear to be an immediate focus of the administration, it is possible that this topic could be revisited at some point during the next four years. Favorably in our view, there also appears to be a growing consensus that any change to the structure of the GSE’s and the Agency RMBS market should be done in a way that preserves the current functionality of the conventional mortgage market, avoids disrupting the real estate market and ensures that housing affordability does not decline further. Please refer to Item 1A. Risk Factors for additional information regarding potential changes to the Federal conservatorships of Fannie Mae and Freddie Mac, laws or regulations affecting the relationship between the GSEs and the U.S. Government or other housing finance reform initiatives.

Financial Highlights

AGNC earned total comprehensive income of $0.84 per diluted common share for fiscal year 2024, an increase from $0.30 per share in 2023. Net spread and dollar roll income per diluted common share decreased to $1.88 in 2024 from $2.61 in 2023, primarily due to a narrowing of our net interest rate spread, which averaged 242 basis points in 2024, down from 306 basis points in 2023.

The reduction in our net interest spread was largely driven by higher swap costs following the expiration of lower-cost pay-fixed interest rate swaps during the year and a strategic shift toward a greater proportion of Treasury-based hedges, which are not included in our reported net interest spread or net spread income. Additionally, we expanded our use of longer-term hedges in response to changes in monetary policy and expectations of further yield curve steepening.

As of December 31, 2024, our interest rate hedge position covered 91% of the outstanding balance of our repurchase agreements used to fund our investment portfolio ("Investment Securities Repo"), TBA position, and other debt, compared to 112% at the end of 2023. Our duration gap, which measures the estimated difference between the interest rate sensitivity of our assets and our liabilities, inclusive of interest rate hedges, extended to 0.3 years as of December 31, 2024, from -0.5 years as of December 31, 2023, consistent with higher long-term rates and shifts in portfolio and hedge composition.

The weighted average coupon on our fixed-rate Agency RMBS and TBA securities increased to 5.02% at the end of 2024, up from 4.83% at the end of 2023. The average projected life Constant Prepayment Rate (CPR) for the portfolio decreased to 7.7% at year-end, from 11.4% at the end of 2023. Actual CPRs for 2024 averaged 7.5%, slightly up from 6.3% in 2023.

AGNC's average and ending "at risk" leverage for 2024 was 7.2x tangible stockholders’ equity, compared to 7.4x and 7.0x, respectively, for 2023. We concluded 2024 with $6.1 billion in cash and unencumbered Agency RMBS, representing 66% of tangible stockholders’ equity, compared to $5.1 billion and 66% of tangible equity as of December 31, 2023.

During 2024, we raised $2.0 billion of common stock through our at-the-market offering program at a considerable premium to tangible net book value, generating meaningful book value accretion for our common stockholders.

For information regarding non-GAAP financial measures, including reconciliations to the most comparable GAAP measure please refer to Results of Operations included in this MD&A below. For information regarding the sensitivity of our tangible net book value per common share to changes in interest rates and mortgage spreads, please refer to Item 7A. Quantitative and Qualitative Disclosures about Market Risk in this form 10-K.

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Market Information

The following table summarizes benchmark interest rates and prices of generic fixed rate Agency RMBS as of each date presented below:

Interest Rate/Security Price 1Dec. 31, 2023Mar. 31, 2024June 30, 2024Sept. 30, 2024Dec. 31, 2024Dec. 31, 2024vsDec. 31, 2023
Target Federal Funds Rate:
Target Federal Funds Rate - Upper Band5.50%5.50%5.50%5.00%4.50%-100bps
SOFR:
SOFR Rate5.38%5.34%5.33%4.96%4.49%-89bps
SOFR Interest Rate Swap Rate:
2-Year Swap4.07%4.55%4.61%3.44%4.08%+1bps
5-Year Swap3.53%3.98%4.10%3.25%4.04%+51bps
10-Year Swap3.47%3.84%3.98%3.32%4.07%+60bps
30-Year Swap3.32%3.62%3.76%3.30%3.93%+61bps
U.S. Treasury Security Rate:
2-Year U.S. Treasury4.25%4.62%4.76%3.64%4.24%-1bps
5-Year U.S. Treasury3.85%4.21%4.38%3.56%4.38%+53bps
10-Year U.S. Treasury3.88%4.20%4.40%3.78%4.57%+69bps
30-Year U.S. Treasury4.03%4.34%4.56%4.12%4.78%+75bps
30-Year Fixed Rate Agency Price:
2.5%$85.24$82.77$81.87$86.22$81.38-$3.86
3.0%$88.58$86.16$85.26$89.68$84.88-$3.70
3.5%$91.86$89.61$88.67$93.09$88.38-$3.48
4.0%$94.69$92.74$91.68$95.98$91.32-$3.37
4.5%$97.04$95.34$94.45$98.27$93.98-$3.06
5.0%$99.04$97.70$96.81$99.90$96.44-$2.60
5.5%$100.56$99.58$98.76$101.15$98.61-$1.95
6.0%$101.63$100.98$100.39$102.19$100.45-$1.18
6.5%$102.51$102.21$101.88$103.10$102.10-$0.41
15-Year Fixed Rate Agency Price:
1.5%$86.86$86.69$85.61$89.16$85.80-$1.06
2.0%$89.47$88.71$88.00$91.41$88.34-$1.13
2.5%$92.14$91.07$90.44$93.68$90.83-$1.31
3.0%$94.30$93.17$92.61$95.82$93.12-$1.18
3.5%$96.39$95.13$94.61$97.88$94.56-$1.83
4.0%$98.10$96.95$96.24$99.28$96.01-$2.09

________________________________

1.Price information is for generic instruments only and is not reflective of our specific portfolio holdings. Price information is as of 3:00 p.m. (EST) on such date and can vary by source. Price information is sourced from Barclays. Interest rate information is sourced from Bloomberg.

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The following table summarizes mortgage and credit spreads as of each date presented below:

Mortgage Rate/Credit SpreadDec. 31, 2023Mar. 31, 2024June 30, 2024Sept. 30, 2024Dec. 31, 2024Dec. 31, 2024vsDec. 31, 2023
Mortgage Rate: 1
30-Year Agency Current Coupon Yield to 5-Year U.S. Treasury Spread140139149140145+5
30-Year Agency Current Coupon Yield to 10-Year U.S. Treasury Spread137140147118126-11
30-Year Agency Current Coupon Yield to 5/10-Year U.S. Treasury Spread139139149129135-4
30-Year Agency Current Coupon Yield5.25%5.60%5.87%4.96%5.83%+58bps
30-Year Mortgage Rate6.56%6.74%6.94%6.14%6.86%+30bps
Credit Spread (in bps): 2
CRT M2206182166159137-69
CMBS AAA118881009172-46
CDX IG5651545350-6

________________________________

1.30-Year Current Coupon Yield represents yield on new production Agency RMBS. 30-Year Current Coupon Yields are sourced from Bloomberg and 30-Year Mortgage Rates are sourced from Clear Blue.

2.CRT and CDX spreads sourced from JP Morgan. CMBS spreads are the average of spreads sourced from Bank of America, JP Morgan and Wells Fargo.

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FINANCIAL CONDITION

As of December 31, 2024 and 2023, our investment portfolio totaled $73.3 billion and $60.2 billion, respectively, consisting of: $65.5 billion and $53.8 billion Agency RMBS, at fair value, respectively; $6.9 billion and $5.4 billion net TBA securities, at fair value, respectively; $0.9 billion and $1.0 billion CRT, non-Agency RMBS and CMBS, at fair value, respectively; and other mortgage credit investments of $64 million and $44 million, respectively, which we account for under the equity method of accounting. The following table is a summary of our investment securities (including TBA securities) as of December 31, 2024 and 2023 (dollars in millions):

December 31, 2024December 31, 2023
Investment Securities (Includes TBAs) 1Amortized CostFair ValueAverage Coupon%Amortized CostFair ValueAverage Coupon%
Fixed rate Agency RMBS and TBA securities:
≤ 15-year:
≤ 15-year RMBS$97$902.68%%$759$7183.25%1%
15-year TBA securities%%89915.00%%
Total ≤ 15-year97902.68%%8488093.44%1%
20-year RMBS5785063.12%1%8727682.82%1%
30-year:
30-year RMBS66,46463,4535.01%87%53,65851,6754.82%86%
30-year TBA securities, net 26,8876,8615.37%9%5,1995,2635.50%9%
Total 30-year73,35170,3145.04%96%58,85756,9384.88%95%
Total fixed rate Agency RMBS and TBA securities74,02670,9105.02%97%60,57758,5154.83%97%
Adjustable rate Agency RMBS7967904.85%1%2932904.67%%
Multifamily4854764.62%1%1611624.47%%
CMO Agency RMBS:
CMO102963.34%%1271203.28%%
Interest-only strips35302.08%%40351.77%%
Principal-only strips2523%%2726%%
Total CMO Agency RMBS 31621493.34%%1941813.28%1%
Total Agency RMBS and TBA securities 375,46972,3255.02%99%61,22559,1484.83%98%
Non-Agency RMBS 1,317155.29%%43344.61%%
CMBS 32642366.59%%3032737.27%%
CRT58363310.44%1%68272310.45%1%
Total investment securities 3$76,333$73,2095.06%100%$62,253$60,1784.90%100%

________________________________

1.Table excludes other mortgage credit investments of $64 million and $44 million as of December 31, 2024 and 2023, respectively.

2.TBA securities are presented net of long and short positions. For further details of our TBA securities refer to Note 5 of our Consolidated Financial Statements in this Form 10-K

3.Average coupon excludes interest-only and principal-only securities.

TBA securities are recorded as derivative instruments in our accompanying consolidated financial statements, and our TBA dollar roll transactions represent a form of off-balance sheet financing. As of December 31, 2024 and 2023, our TBA securities had a net carrying value of $(26) million and $66 million, respectively, reported in derivative assets/(liabilities) on our accompanying consolidated balance sheets. The net carrying value represents the difference between the fair value of the underlying security in the TBA contract and the price to be paid or received for the underlying security.

As of December 31, 2024 and 2023, the weighted average yield on our investment securities (excluding TBA and forward settling securities) was 4.77% and 4.41%, respectively.

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The following tables summarize certain characteristics of our fixed rate Agency RMBS portfolio, inclusive of TBA securities, as of December 31, 2024 and 2023 (dollars in millions):

December 31, 2024
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Weighted Average CouponAmortized Cost BasisWeighted AverageProjected CPR 2
Yield 2Age (Months)
Fixed rate
≤ 15-year:
2.0%343530100%2.00%102.6%1.34%488%
2.5%121212100%2.50%99.4%2.80%14215%
3.0%343533100%3.00%100.9%2.38%13615%
3.5%999100%3.50%101.2%2.61%13715%
4.0%5559%4.00%101.2%1.96%16434%
≥ 4.5%111100%4.50%101.0%2.71%16528%
Total ≤ 15-year95979095%2.68%101.4%2.05%10714%
20-year:
2.5%307321267—%2.50%104.5%1.74%545%
3.0%23242197%3.00%103.5%2.29%657%
3.5%98999378%3.50%101.7%2.97%1369%
4.0%58605692%4.00%103.7%3.09%939%
≥ 4.5%71746997%4.64%104.8%3.42%8710%
Total 20-year:55757850642%3.12%103.9%2.33%777%
30-year:
≤ 3.0%3,7343,7263,05266%2.41%97.9%2.73%436%
3.5%4,9105,1144,43986%3.50%104.1%2.84%1096%
4.0%5,9806,3025,56790%4.00%105.7%3.10%927%
4.5%8,2068,2737,78645%4.50%103.4%3.92%558%
5.0%12,01311,89811,66332%5.00%99.6%5.03%207%
5.5%19,62719,75819,50231%5.50%100.4%5.44%157%
6.0%13,33413,51713,51238%6.00%101.6%5.72%169%
≥ 6.5%4,6414,7634,79337%6.51%102.7%5.97%1511%
Total 30-year72,44573,35170,31444%5.04%101.5%4.74%368%
Total fixed rate$73,097$74,026$70,91044%5.02%101.5%4.71%368%

________________________________

1.Specified pools include pools backed by lower balance loans with original loan balances of up to $200K, HARP pools (defined as pools that were issued between May 2009 and December 2018 and backed by 100% refinance loans with original LTVs ≥ 80%), and pools backed by loans 100% originated in New York and Puerto Rico. As of December 31, 2024, lower balance specified pools had a weighted average original loan balance of $188,000 and $148,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 128% and 141% for 15-year and 30-year securities, respectively.

2.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2024.

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December 31, 2023
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Weighted Average CouponAmortized Cost BasisWeighted AverageProjected CPR 2
Yield 2Age (Months)
Fixed rate
≤ 15-year:
≤ 2.5%585954100%2.16%101.7%1.77%6510%
3.0%44245042399%3.00%101.5%2.54%7110%
3.5%141413100%3.50%101.5%2.60%12614%
4.0%22923522795%4.00%102.8%2.98%7013%
4.5%11199%4.50%101.7%2.70%15421%
≥ 5.0%908991—%5.00%100.9%2.54%16841%
Total ≤ 15-year83484880987%3.44%101.9%2.62%7111%
20-year:
≤ 2.0%219225188—%2.00%102.6%1.58%375%
2.5%337352301—%2.50%104.7%1.72%426%
3.0%27282597%3.00%103.6%2.28%538%
3.5%11711911379%3.50%101.7%2.96%12510%
≥ 4.0%14214814196%4.26%104.3%3.14%8311%
Total 20-year:84287276832%2.82%103.6%2.11%597%
30-year:
≤ 3.0%3,8163,8613,26355%2.43%101.0%2.28%346%
3.5%5,5805,8115,23086%3.50%104.1%2.84%977%
4.0%6,5866,9606,35892%4.00%105.7%3.08%808%
4.5%6,5426,7636,42664%4.50%103.9%3.83%468%
5.0%9,6969,7199,65739%5.00%100.5%4.91%149%
5.5%12,35212,39112,48625%5.50%100.6%5.39%1012%
6.0%9,3059,3849,50722%6.00%101.0%5.71%719%
≥ 6.5%3,8893,9684,01129%6.50%102.3%5.78%621%
Total 30-year57,76658,85756,93846%4.88%102.2%4.41%3511%
Total fixed rate$59,442$60,577$58,51547%4.83%102.2%4.34%3511%

________________________________

1.See Note 1 of preceding table for specified pool composition. As of December 31, 2023, lower balance specified pools had a weighted average original loan balance of $132,000 and $153,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 128% and 141% for 15-year and 30-year securities, respectively.

2.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2023.

For additional details regarding our CRT and non-Agency securities, including credit ratings, as of December 31, 2024 and 2023, please refer to Note 3 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

SUMMARY OF CRITICAL ACCOUNTING ESTIMATES

Our critical accounting estimates involve estimates that require management to make judgments that are subjective in nature. We rely on our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Under different conditions, we could report materially different amounts based on such estimates. For additional information regarding our significant accounting policies please refer to Note 2 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

Interest Income

The effective yield on our Agency RMBS and non-Agency securities of high credit quality is highly impacted by our estimate of future prepayments. We accrue interest income based on the outstanding principal amount and contractual terms of these securities, and we amortize or accrete premiums and discounts associated with our purchase of these securities into interest income over their projected lives, incorporating scheduled contractual payments and estimated prepayments, using the effective interest method. The weighted average cost basis of our securities as of December 31, 2024 was 101.5% of par value; therefore, changes in our actual or projected prepayments can significantly alter the effective yield on our assets.

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Future prepayment rates are difficult to predict, and we rely on a third-party service provider and our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Our third-party service provider estimates prepayment rates over the remaining life of our securities using models that incorporate the forward yield curve, current mortgage rates, mortgage rates on the outstanding loans, age and size of the outstanding loans, loan-to-value ratios, interest rate volatility and other factors. We review the estimated prepayment rates for reasonableness, giving consideration to historical prepayment rates, current market conditions and other factors we believe are likely to impact the rate of prepayments on our portfolio, and based on our judgment we may adjust the third-party estimates.

We review our actual and anticipated prepayment experience on at least a quarterly basis, and effective yields are recalculated when differences arise between (i) our previous prepayment estimates and (ii) actual prepayments to date and current estimates of future prepayments. If the actual and estimated future prepayment experience differs from our prior estimate of prepayments, we are required to record an adjustment in the current period to the amortization or accretion of premiums and discounts for the cumulative difference in the effective yield from inception through the reporting date. We commonly refer to this adjustment as "catch-up" premium amortization cost/benefit.

The most significant factor impacting prepayment rates on our securities is changes to long-term interest rates. Prepayment rates generally increase when interest rates fall and decrease when interest rates rise. Item 7A. Quantitative and Qualitative Disclosures About Market Risk in this Form 10-K includes the estimated weighted average projected CPR of our investments and the corresponding weighted average yield on our investments should interest rates instantaneously go up or down by 25, 50, and 75 basis points. However, there are a variety of other factors that may impact the rate of prepayments on our securities. Consequently, our actual experience and future estimates of prepayments could differ materially from our estimates.

At the time we purchase CRT and non-Agency securities that are not of high credit quality, we determine an effective interest rate based on our estimate of the timing and amount of cash flows and our cost basis. On at least a quarterly basis, we review the estimated cash flows and make appropriate adjustments based on input and analysis received from external sources, internal models, our judgment about interest rates, prepayment rates, including collateral call provisions, timing and amount of estimated credit losses, and other factors. Any resulting changes in effective yield are recognized prospectively based on the current amortized cost of the investment as adjusted for credit impairment, if any.

RESULTS OF OPERATIONS

Non-GAAP Financial Measures

In addition to the results presented in accordance with GAAP, our results of operations discussed below include certain non-GAAP financial information, including "economic interest income," "economic interest expense," and "net spread and dollar roll income available to common stockholders" and the related per common share measures and certain financial metrics derived from such non-GAAP information.

"Economic interest income" is measured as interest income (GAAP measure), adjusted to (i) exclude retrospective "catch-up" adjustments to premium amortization cost associated with changes in projected CPR estimates and (ii) include TBA dollar roll implied interest income. "Economic interest expense" is measured as interest expense (GAAP measure) adjusted to include TBA dollar roll implied interest expense/benefit and interest rate swap periodic cost/income. "Net spread and dollar roll income available to common stockholders" is measured as comprehensive income (loss) available (attributable) to common stockholders (GAAP measure) adjusted to: (i) exclude gains/losses on investment securities recognized through net income and other comprehensive income and gains/losses on derivative instruments and other securities (GAAP measures); (ii) exclude retrospective "catch-up" adjustments to premium amortization cost associated with changes in projected CPR estimates; and (iii) include interest rate swap periodic income/cost, TBA dollar roll income and other interest income/expense. As defined "Net spread and dollar roll income available to common stockholders" includes (i) the components of "economic interest income" and "economic interest expense", plus (ii) other interest income/expense, and less (iii) total operating expenses and dividends on preferred stock (GAAP measures).

By providing such measures, in addition to the related GAAP measures, we believe we give greater transparency into the information used by our management in its financial and operational decision-making. We also believe it is important for users of our financial information to consider information related to our current financial performance without the effects of certain measures and one-time events that are not necessarily indicative of our current investment portfolio performance and operations.

Specifically, in the case "net spread and dollar roll income available to common stockholders" and components of such measure, "economic interest income" and "economic interest expense," we believe the inclusion of TBA dollar roll income is meaningful as TBAs, which are accounted for under GAAP as derivative instruments with gains and losses recognized in other

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gain (loss) in our consolidated statement of comprehensive income, are economically equivalent to holding and financing generic Agency RMBS using short-term repurchase agreements. Similarly, we believe that the inclusion of periodic interest rate swap settlements is meaningful as interest rate swaps are the primary instrument we use to economically hedge against fluctuations in our borrowing costs and it is more indicative of our total cost of funds than interest expense alone. Additionally, we believe the exclusion of "catch-up" premium amortization adjustments is meaningful as it excludes the cumulative effect from prior reporting periods due to current changes in future prepayment expectations and, therefore, exclusion of such adjustments is more indicative of the current earnings potential of our investment portfolio.

However, because such measures are incomplete measures of our financial performance and involve differences from results computed in accordance with GAAP, they should be considered as supplementary to, and not as a substitute for, results computed in accordance with GAAP. In addition, because not all companies use identical calculations, our presentation of such non-GAAP measures may not be comparable to other similarly titled measures of other companies.

Selected Financial Data

The following selected financial data is derived from our annual financial statements for the three years ended December 31, 2024. The selected financial data should be read in conjunction with the more detailed information contained in Item 8. Financial Statements and in this Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (in millions, except per share amounts):

December 31,
Balance Sheet Data202420232022
Investment securities, at fair value of $66,348, $54,824 and $40,904, respectively, and other mortgage credit investments$66,412$54,868$40,929
Total assets$88,015$71,596$51,748
Repurchase agreements and other debt$60,862$50,506$36,357
Total liabilities$78,253$63,339$43,878
Total stockholders' equity$9,762$8,257$7,870
Net book value per common share 1$9.00$9.46$10.76
Tangible net book value per common share 2$8.41$8.70$9.84
Fiscal Year
Statement of Comprehensive Income Data202420232022
Interest income$2,949$2,041$1,590
Interest expense2,9312,287625
Net interest income (expense)18(246)965
Other gain (loss), net955497(2,081)
Operating expenses1109674
Net income (loss)863155(1,190)
Dividends on preferred stock132123105
Net income (loss) available (attributable) to common stockholders$731$32$(1,295)
Net income (loss)$863$155$(1,190)
Other comprehensive income (loss), net(74)155(973)
Comprehensive income (loss)789310(2,163)
Dividends on preferred stock132123105
Comprehensive income (loss) available (attributable) to common stockholders$657$187$(2,268)
Weighted average number of common shares outstanding - basic783.4618.4537.0
Weighted average number of common shares outstanding - diluted786.0619.6537.0
Net income (loss) per common share - basic$0.93$0.05$(2.41)
Net income (loss) per common share - diluted$0.93$0.05$(2.41)
Comprehensive income (loss) per common share - basic$0.84$0.30$(4.22)
Comprehensive income (loss) per common share - diluted$0.84$0.30$(4.22)
Dividends declared per common share$1.44$1.44$1.44

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Fiscal Year
Other Data (Unaudited) *202420232022
Average investment securities - at par$61,613$50,878$47,761
Average investment securities - at cost$62,698$52,262$49,195
Net TBA portfolio - at par (as of period end) 3$6,955$5,331$19,050
Net TBA portfolio - at cost (as of period end) 3$6,887$5,288$18,407
Net TBA portfolio - at market value (as of period end) 3$6,861$5,354$18,574
Net TBA portfolio - at carrying value (as of period end) 3,4$(26)$66$167
Average net TBA dollar roll position - at cost$5,389$10,000$20,631
Average total assets - at fair value$79,058$63,409$61,028
Average repurchase agreements and other debt outstanding 5$54,658$44,027$41,363
Average stockholders' equity 6$8,885$7,817$8,475
Average tangible net book value "at risk" leverage 77.2:17.4:17.8:1
Tangible net book value "at risk" leverage (as of period end) 87.2:17.0:17.4:1
Economic return on tangible common equity 913.2%3.0%(28.4)%
Expenses % of average total assets0.14%0.15%0.12%
Expenses % of average assets, including average net TBA position0.13%0.13%0.09%
Expenses % of average stockholders' equity1.24%1.23%0.87%

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* Except as noted below, average numbers for each period are weighted based on days on our books and records.

1.Net book value per common share is calculated as total stockholders' equity, less preferred stock liquidation preference, divided by number of common shares outstanding as of period end.

2.Tangible net book value per common share excludes goodwill.

3.Includes net TBA dollar roll position and, if applicable, forward settling securities.

4.The carrying value of our net TBA position represents the difference between the market value and the cost basis of the TBA contract as of period-end and is reported in derivative assets/(liabilities), at fair value on our accompanying consolidated balances sheets.

5.Amount represents the daily weighted average repurchase agreements outstanding for the period used to fund our investment securities and other debt. Amount excludes U.S. Treasury repurchase agreements and TBA contracts. Other debt includes debt of consolidated VIEs.

6.Average stockholders' equity calculated as average month-ended stockholders' equity during the period.

7.Average tangible net book value "at risk" leverage is calculated by dividing the sum of daily weighted average repurchase agreements used to fund our investment securities, other debt, and TBA and forward settling securities (at cost) (collectively "mortgage borrowings") outstanding for the period by the sum of average stockholders' equity adjusted to exclude goodwill for the period. Leverage excludes U.S. Treasury repurchase agreements.

8.Tangible net book value "at risk" leverage as of period end is calculated by dividing the sum of mortgage borrowings outstanding and receivable/payable for unsettled investment securities as of period end by the sum of total stockholders' equity adjusted to exclude goodwill as of period end. Leverage excludes U.S. Treasury repurchase agreements.

9.Economic return on tangible common equity represents the sum of the change in tangible net book value per common share and dividends declared per share of common stock during the period over beginning tangible net book value per common share.

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Economic Interest Income and Asset Yields

The following table summarizes our economic interest income (a non-GAAP measure) for fiscal years 2024, 2023 and 2022, which includes the combination of interest income (a GAAP measure) on our holdings reported as investment securities on our consolidated balance sheets, adjusted to exclude estimated "catch-up" premium amortization adjustments for the cumulative effect from prior reporting periods due to changes in our CPR forecast, and implied interest income on our TBA securities (dollars in millions):

Fiscal Year
202420232022
AmountYieldAmountYieldAmountYield
Interest income:
Cash/coupon interest income$3,0724.99%$2,2424.41%$1,6033.36%
Net premium amortization benefit (cost)(123)(0.29)%(201)(0.50)%(13)(0.13)%
Interest income (GAAP measure)2,9494.70%2,0413.91%1,5903.23%
Estimated "catch-up" premium amortization cost (benefit) due to change in CPR forecast(51)(0.08)%(5)(0.01)%(238)(0.48)%
Interest income, excluding "catch-up" premium amortization2,8984.62%2,0363.90%1,3522.75%
TBA dollar roll income - implied interest income 1,23005.55%5245.24%7463.60%
Economic interest income (non-GAAP measure) 3$3,1984.70%$2,5604.11%$2,0983.00%
Weighted average actual portfolio CPR for investment securities held during the period7.5%6.3%11.1%
Weighted average projected CPR for the remaining life of investment securities held as of period end7.7%11.4%7.4%
30-year fixed rate mortgage rate as of period end 46.86%6.56%6.52%
10-year U.S. Treasury rate as of period end 44.57%3.88%3.88%

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1.Reported in gain (loss) on derivatives instruments and other securities, net in the accompanying consolidated statements of operations.

2.Implied interest income from TBA dollar roll transactions is computed as the sum of (i) TBA dollar roll income and (ii) estimated TBA implied funding cost (see Economic Interest Expense and Aggregate Cost of Funds below). TBA dollar roll income represents the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and is the economic equivalent to interest income on the underlying Agency securities, less an implied funding cost, over the forward settlement period. Amount is net of TBAs used for hedging purposes. Amount excludes TBA mark-to-market adjustments.

3.The combined asset yield is calculated on a weighted average basis based on our average investment and TBA balances outstanding during the period and their respective yields.

4.30-year fixed rate mortgage rates are sourced from Optimal Blue. 10-year U.S. Treasury rates are sourced from Bloomberg.

The principal elements impacting our economic interest income are the average size of our investment portfolio and the average yield on our securities. The following table includes a summary of the estimated impact of each of these elements on our economic interest income for fiscal years 2024 and 2023 compared to the prior year period (in millions):

Impact of Changes in the Principal Elements Impacting Economic Interest Income
Due to Change in Average
Fiscal Year 2024 vs 2023Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$908$408$500
Estimated "catch-up" premium amortization due to change in CPR forecast(46)(46)
Interest income, excluding "catch-up" premium amortization862408454
TBA dollar roll income - implied interest income(224)(242)18
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$638$166$472
Due to Change in Average
Fiscal Year 2023 vs 2022Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$451$99$352
Estimated "catch-up" premium amortization due to change in CPR forecast233233
Interest income, excluding "catch-up" premium amortization68499585
TBA dollar roll income - implied interest income(222)(384)162
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$462$(285)$747

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Our average investment portfolio (at cost), inclusive of TBAs, increased 9% and decreased 11% for fiscal years 2024 and 2023, respectively, primarily due to changes in our capital base. The average yield on our investment portfolio, including TBA implied asset yields and excluding "catch-up" premium amortization, increased 59 and 111 basis points for fiscal years 2024 and 2023, respectively, largely as a result of shifting our asset portfolio from lower coupon holdings toward a greater share of higher coupon, specified pools.

Leverage

Our primary measure of leverage is our tangible net book value "at risk" leverage ratio, which is measured as the sum of our repurchase agreements and other debt used to fund our investment securities and net TBA and forward settling securities position (at cost) (together referred to as "mortgage borrowings") and our net receivable/payable for unsettled investment securities, divided by our total stockholders' equity adjusted to exclude goodwill.

We include our net TBA position in our measure of leverage because a forward contract to acquire Agency RMBS in the TBA market carries similar risks to Agency RMBS purchased in the cash market and funded with on-balance sheet liabilities. Similarly, a TBA contract for the forward sale of Agency securities has substantially the same effect as selling the underlying Agency RMBS and reducing our on-balance sheet funding commitments. (Refer to Liquidity and Capital Resources in this Form 10-K for further discussion of TBA securities and dollar roll transactions). Repurchase agreements used to fund short-term investments in U.S. Treasury securities ("U.S. Treasury Repo") are excluded from our measure of leverage due to the temporary and highly liquid nature of these investments. The following table presents a summary of our leverage ratios for the periods listed (dollars in millions):

Investment Securities Repurchase Agreements and Other Debt 1Net TBA Position Long/(Short) 2Average Tangible Net Book Value "At Risk" Leverage during the Period 3Tangible Net Book Value "At Risk" Leverageas ofPeriod End 4
Quarter EndedAverage Daily AmountMaximum Daily AmountEnding AmountAverage Daily AmountEnding Amount
December 31, 2024$59,690$63,759$59,426$5,936$6,8877.2:17.2:1
September 30, 2024$59,322$64,585$63,468$2,650$4,0677.2:17.2:1
June 30, 2024$50,784$55,507$54,682$6,805$5,3187.2:17.4:1
March 31, 2024$48,730$49,894$48,216$6,190$8,4057.0:17.1:1
December 31, 2023$47,548$52,643$48,959$4,993$5,2887.4:17.0:1
September 30, 2023$47,073$52,888$51,931$7,340$2,4077.5:17.9:1
June 30, 2023$41,546$42,408$40,962$9,985$10,3207.2:17.2:1
March 31, 2023$39,824$42,919$42,022$17,851$10,3857.7:17.2:1
December 31, 2022$35,486$39,399$36,002$18,988$18,4077.8:17.4:1
September 30, 2022$40,530$41,834$39,169$20,331$19,1168.1:18.7:1
June 30, 2022$42,997$44,243$41,406$19,653$16,0017.8:17.4:1
March 31, 2022$46,570$47,940$44,150$23,605$20,1527.8:17.5:1

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1.Other debt includes debt of consolidated VIEs. Amounts exclude U.S. Treasury Repo agreements.

2.Daily average and ending net TBA position outstanding measured at cost. Includes forward settling non-Agency securities.

3.Average tangible net book value "at risk" leverage during the period represents the sum of our daily weighted average repurchase agreements and other debt used to fund acquisitions of investment securities and net TBA and forward settling securities position outstanding, divided by the sum of our average month-ended stockholders' equity, adjusted to exclude goodwill.

4.Tangible net book value "at risk" leverage as of period end represents the sum of our repurchase agreements and other debt used to fund acquisitions of investments securities, net TBA and forward settling securities position (at cost), and net receivable/payable for unsettled investment securities outstanding as of period end, divided by total stockholders' equity, adjusted to exclude goodwill as of period end.

Economic Interest Expense and Aggregate Cost of Funds

The following table summarizes our economic interest expense and aggregate cost of funds (non-GAAP measures) for fiscal years 2024, 2023 and 2022 (dollars in millions), which includes the combination of interest expense on repurchase agreements and other debt used to fund acquisitions of investment securities (GAAP measure), implied financing cost of our TBA securities and interest rate swap periodic income:

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Fiscal Year
202420232022
Economic Interest Expense and Aggregate Cost of Funds 1AmountCost of FundsAmountCost of FundsAmountCost of Funds
Investment securities repurchase agreement and other debt - interest expense (GAAP measure)$2,9315.27%$2,2875.12%$6251.49%
TBA dollar roll income - implied interest expense 2,32795.07%4934.86%2281.08%
Economic interest expense - before interest rate swap periodic income, net 43,2105.25%2,7805.07%8531.35%
Interest rate swap periodic income, net 2,5(1,815)(2.97)%(2,202)(4.02)%(675)(1.08)%
Total economic interest expense (non-GAAP measure)$1,3952.28%$5781.05%$1780.27%

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1.Amounts exclude interest rate swap termination fees and variation margin settlements paid or received, forward starting swaps and the impact of other supplemental hedges, such as swaptions and U.S. Treasury positions.

2.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

3.The implied funding cost (benefit) of TBA dollar roll transactions is determined using the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and market based assumptions regarding the "cheapest-to-deliver" collateral that can be delivered to satisfy the TBA contract, such as the anticipated collateral’s weighted average coupon, weighted average maturity and projected 1-month CPR. The average implied funding cost (benefit) for all TBA transactions is weighted based on our daily average TBA balance outstanding for the period.

4.The combined cost of funds for total mortgage borrowings outstanding, before interest rate swap periodic income, is calculated on a weighted average basis based on average investment securities repurchase agreements, other debt and TBA securities outstanding during the period and their respective cost of funds.

5.Interest rate swap periodic income is measured as a percent of average mortgage borrowings outstanding for the period.

The principal elements impacting our economic interest expense are (i) the size of our average mortgage borrowings and interest rate swap portfolio outstanding during the period, (ii) the average interest rate on our mortgage borrowings and (iii) the average net interest rate paid/received on our interest rate swaps. The following table includes a summary of the estimated impact of these elements on our economic interest expense for fiscal years 2024 and 2023 compared to the prior year period (in millions):

Impact of Changes in the Principal Elements of Economic Interest Expense
Due to Change in Average
Fiscal Year 2024 vs 2023Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Investment securities repurchase agreement and other debt interest expense$644$552$92
TBA dollar roll income - implied interest expense(214)(227)13
Interest rate swap periodic income/cost387171216
Total change in economic interest expense$817$496$321
Due to Change in Average
Fiscal Year 2023 vs 2022Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Investment securities repurchase agreement and other debt interest expense$1,662$40$1,622
TBA dollar roll income - implied interest benefit/expense265(117)382
Interest rate swap periodic income/cost(1,527)32(1,559)
Total change in economic interest benefit/expense$400$(45)$445

Our average mortgage borrowings, inclusive of TBAs, increased 11% and decreased 13% for fiscal years 2024 and 2023, respectively, consistent with changes to our average investment portfolio. The average interest rate on our mortgage borrowings, excluding the impact of interest rate swap periodic income, increased 18 and 372 basis points for fiscal years 2024 and 2023, respectively, due to higher short-term interest rates.

Interest rate swap periodic income declined for fiscal years 2024 and 2023 primarily due to higher pay rates on our pay-fixed swaps largely driven by the maturity of low cost interest rate swaps. The following is a summary of our interest rate swaps outstanding during fiscal years 2024, 2023 and 2022 (dollars in millions). Amounts exclude forward starting swaps not yet in effect.

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Fiscal Year
Average Ratio of Interest Rate Swaps (Excluding Forward Starting Swaps) to Mortgage Borrowings Outstanding202420232022
Average investment securities repo and other debt outstanding$54,658$44,027$41,363
Average net TBA dollar roll position outstanding - at cost$5,389$10,000$20,631
Average mortgage borrowings outstanding$60,047$54,027$61,994
Average notional amount of interest rate swaps outstanding (excluding forward starting swaps), net$43,351$47,012$49,334
Ratio of average interest rate swaps to mortgage borrowings outstanding72%87%80%
Average interest rate swap pay-fixed rate (excluding forward starting swaps)1.16%0.55%0.25%
Average interest rate swap receive-floating rate(5.25)%(5.17)%(1.60)%
Average interest rate swap net pay/(receive) rate(4.09)%(4.62)%(1.35)%

For fiscal years 2024, 2023 and 2022, we had an average forward starting net pay-fixed rate swap balance of $672 million, $43 million and $48 million, respectively. Forward starting interest rate swaps do not impact our economic interest expense and aggregate cost of funds until they commence accruing net interest settlements on their forward start dates.

Net Interest Spread

The following table presents a summary of our net interest spread (including the impact of TBA dollar roll income, interest rate swaps and excluding "catch-up" premium amortization) for fiscal years 2024, 2023 and 2022:

Fiscal Year
Investment and TBA Securities - Net Interest Spread202420232022
Average asset yield4.70%4.11%3.00%
Average aggregate cost of funds(2.28)%(1.05)%(0.27)%
Average net interest spread2.42%3.06%2.73%

Net Spread and Dollar Roll Income

The following table presents a reconciliation of net spread and dollar roll income available to common stockholders (non-GAAP measure) from comprehensive income (loss) available (attributable) to common stockholders (the most comparable GAAP financial measure) for fiscal years 2024, 2023 and 2022 (dollars in millions):

Fiscal Year
202420232022
Comprehensive income (loss) available (attributable) to common stockholders$657$187$(2,268)
Adjustments to exclude realized and unrealized (gains) losses reported through net income:
Realized loss on sale of investment securities, net1881,5672,916
Unrealized (gain) loss on investment securities measured at fair value through net income, net885(1,678)3,795
Gain on derivative instruments and other securities, net(2,028)(386)(4,630)
Adjustment to exclude unrealized (gain) loss reported through other comprehensive income:
Unrealized (gain) loss on available-for-sale securities measure at fair value through other comprehensive income, net74(155)973
Other adjustments:
Estimated "catch-up" premium amortization benefit due to change in CPR forecast 1(51)(5)(238)
TBA dollar roll income, net 22131518
Interest rate swap periodic income, net 21,8152,202675
Other interest income (expense), net 2,3(87)(146)(65)
Net spread and dollar roll income available to common stockholders (non-GAAP measure)1,4741,6171,676
Weighted average number of common shares outstanding - basic783.4618.4537.0
Weighted average number of common shares outstanding - diluted786.0619.6538.1
Net spread and dollar roll income per common share - basic$1.88$2.61$3.12
Net spread and dollar roll income per common share - diluted$1.88$2.61$3.11

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1.Reported in interest income in our consolidated statements of comprehensive income.

2.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

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3.Other interest income (expense), net includes interest income on cash and cash equivalents; price alignment interest income (expense) ("PAI") on interest rate swap margin deposits posted by or (to) the Company; and other miscellaneous interest income (expense).

Gain (Loss) on Investment Securities, Net

The following table is a summary of our net gain (loss) on investment securities for fiscal years 2024, 2023 and 2022 (in millions):

Fiscal Year
Gain (Loss) on Investment Securities, Net 1202420232022
Loss on sale of investment securities, net$(188)$(1,567)$(2,916)
Unrealized (loss) gain on investment securities measured at fair value through net income, net 2(885)1,678(3,795)
Unrealized (loss) gain on investment securities measured at fair value through other comprehensive income, net(74)155(973)
Total (loss) gain on investment securities, net$(1,147)$266$(7,684)

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1.Amounts exclude gain (loss) on TBA securities, which are reported in gain (loss) on derivative instruments and other securities, net in our Consolidated Statements of Comprehensive Income.

2.Investment securities acquired after fiscal year 2016 are measured at fair value through net income (see Note 2 of our Consolidated Financial Statements in this Form 10-K).

Gain (Loss) on Derivative Instruments and Other Securities, Net

The following table is a summary of our gain (loss) on derivative instruments and other securities, net for fiscal years 2024, 2023 and 2022 (in millions):

Fiscal Year
202420232022
TBA securities, dollar roll income$21$31$518
TBA securities, mark-to-market gain (loss)(144)18(3,378)
Interest rate swaps, periodic income1,8152,202675
Interest rate swaps, mark-to-market gain (loss)(804)(1,532)3,802
Credit default swaps - buy protection(7)(13)21
Payer swaptions54(21)857
Recceiver swaptions(3)
U.S. Treasury securities - short position844(54)1,482
U.S. Treasury securities - long position(85)(30)(32)
U.S. Treasury futures contracts - short position409(42)811
SOFR futures contracts - long position13(10)
Other interest income (expense)(87)(146)(77)
Other gain (loss)2(17)(49)
Total gain (loss) on derivative instruments and other securities, net$2,028$386$4,630

For further details regarding our use of derivative instruments and related activity refer to Notes 2 and 5 of our Consolidated Financial Statements in this Form 10-K.

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LIQUIDITY AND CAPITAL RESOURCES

Our business is dependent on our ability to maintain adequate levels of liquidity and capital resources to fund day-to-day operations, fulfill collateral requirements under our funding and derivative agreements, and to satisfy our dividend distribution requirement of at least 90% of our taxable income to maintain our qualification as a REIT. Our primary sources of liquidity are unencumbered cash and securities, borrowings available under repurchase agreements, TBA dollar roll financing and monthly receipts of principal and interest payments. We may also conduct asset sales, change our asset or funding mix, issue equity or undertake other capital enhancing actions to maintain adequate levels of liquidity and capital resources. There are various risks and uncertainties that can impact our liquidity, such as those described in Item 1A. Risk Factors and Item 7A. Quantitative and Qualitative Disclosures of Market Risks in this Form 10-K. In assessing our liquidity, we consider a number of factors, including our current leverage, collateral levels, access to capital markets, overall market conditions, and the sensitivity of our tangible net book value over a range of scenarios. We believe that we have sufficient liquidity and capital resources available to meet our obligations and execute our business strategy.

Leverage and Financing Sources

Our leverage will vary depending on market conditions and our assessment of relative risks and returns, but we generally expect our leverage to be between six and twelve times the amount of our tangible stockholders' equity, measured as the sum of our total mortgage borrowings and net payable / (receivable) for unsettled investment securities, divided by the sum of our total stockholders' equity adjusted to exclude goodwill. Our tangible net book value "at risk" leverage ratio was 7.2x and 7.0x as of December 31, 2024 and 2023, respectively. The following table includes a summary of our mortgage borrowings outstanding as of December 31, 2024 and 2023 (dollars in millions). For additional details of our mortgage borrowings refer to Notes 2, 4 and 5 to our Consolidated Financial Statements in this Form 10-K.

December 31, 2024December 31, 2023
Mortgage BorrowingsAmount%Amount%
Investment securities repurchase agreements 1,2$59,36290%$48,87990%
Debt of consolidated variable interest entities, at fair value64%80%
Total debt59,42690%48,95990%
TBA and forward settling non-Agency securities, at cost6,88710%5,28810%
Total mortgage borrowings$66,313100%$54,247100%

________________________________

1.Includes Agency RMBS, CRT and non-Agency MBS repurchase agreements. Excludes U.S. Treasury repurchase agreements totaling $1.4 billion and $1.5 billion as of December 31, 2024 and 2023, respectively.

2.As of December 31, 2024 and 2023, 47% and 43%, respectively, of our total repurchase agreements, including 49% and 45% or our investment securities repurchase agreements, respectively, were funded through the Fixed Income Clearing Corporation's GCF Repo service.

Our primary financing sources are collateralized borrowings structured as repurchase agreements. We enter into repurchase agreements, or "repo," through bi-lateral arrangements with financial institutions and independent dealers. We also enter into third-party repurchase agreements through our wholly-owned registered broker-dealer subsidiary, Bethesda Securities, LLC, such as tri-party repo offered through the FICC's GCF Repo service. We manage our repurchase agreement funding position through a variety of methods, including diversification of counterparties, maintaining a suitable maturity profile and utilization of interest rate hedging strategies. We also use TBA dollar roll transactions as a means of synthetically financing Agency RMBS.

The terms and conditions of our repurchase agreements are determined on a transaction-by-transaction basis when each such borrowing is initiated or renewed and, in the case of GCF Repo, by the prevailing margin requirements calculated by the FICC, which acts as the central counterparty. The amount borrowed is generally equal to the fair value of the securities pledged, as determined by the lending counterparty, less an assessed discount, referred to as a "haircut," that reflects the underlying risk of the specific collateral and protects the counterparty against a change in its value. Interest rates are generally fixed based on prevailing rates corresponding to the term of the borrowing. None of our repo counterparties are obligated to renew or otherwise enter into new borrowings at the conclusion of our existing borrowings.

The use of TBA dollar roll transactions increases our funding diversification, expands our available pool of assets, and increases our overall liquidity position, as TBA contracts typically have lower implied haircuts relative to Agency RMBS pools funded with repo financing. TBA dollar roll transactions may also have a lower implied cost of funds than comparable repo funded transactions (referred to as "dollar roll specialness") offering incremental return potential. However, if it were to become uneconomical to roll our TBA contracts into future months it may be necessary to take physical delivery of the underlying securities and fund those assets with cash or other financing sources, which could reduce our liquidity position.

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Collateral Requirements and Unencumbered Assets

Amounts available to be borrowed under our repurchase agreements are dependent upon prevailing interest rates, the lender’s "haircut" requirements and collateral value. Each of these elements may fluctuate with changes in interest rates, credit quality and liquidity conditions within the financial markets. To help manage the adverse impact of interest rate changes on our borrowings, we utilize an interest rate risk management strategy involving the use of derivative financial instruments. In particular, we attempt to mitigate the risk of the cost of our short-term funding liabilities increasing at a faster rate than the earnings of our long-term fixed rate assets during a period of rising interest rates.

The collateral requirements, or haircut levels, under our repo agreements are typically determined on an individual transaction basis or by the prevailing requirements established by the FICC for GCF tri-party repo. Consequently, haircut levels and minimum margin requirements can change over time and may increase during periods of elevated market volatility. If the fair value of our collateral declines, our counterparties will typically require that we post additional collateral to re-establish the agreed-upon collateral levels, referred to as "margin calls." Similarly, if the estimated fair value of our investment securities increases, we may request that counterparties release collateral back to us. Our counterparties typically have the sole discretion to determine the value of pledged collateral but are required to act in good faith in making determinations of value. Our agreements generally provide that in the event of a margin call, collateral must be posted on the same business day, subject to notice requirements. As of December 31, 2024, we had met all our margin requirements.

The value of Agency RMBS collateral is impacted by market factors and is reduced by monthly principal pay-downs on the underlying mortgage pools. Fannie Mae and Freddie Mac publish monthly security pay-down factors for their mortgage pools on the fifth day after month-end, but do not remit payment to security holders until generally the 25th day after month-end. Bi-lateral repo counterparties assess margin to account for the reduction in value of Agency collateral when factors are released. The FICC assesses margin on the last day of each month, prior to the factor release date, based on its internally projected pay-down rates (referred to as the "blackout period exposure adjustment" or "blackout margin"). On the factor release date, the blackout margin is released and collateralization requirements are adjusted to actual factor data. Due to the timing difference between associated margin calls and our receipt of principal pay-downs, our liquidity is temporarily reduced each month for principal repayments. We attempt to manage the liquidity risk associated with principal pay-downs by monitoring conditions impacting prepayment rates and through asset selection. As of December 31, 2024, approximately 9% of our investment portfolio consisted of TBA securities, which are not subject to monthly principal pay-downs. The remainder of our portfolio primarily consisted of Agency RMBS, which had an average one-year CPR forecast of 7% as of December 31, 2024.

Collateral requirements under our derivative agreements are subject to our counterparties' assessment of their maximum risk of loss associated with the derivative instrument, referred to as the initial or minimum margin requirement, and may be adjusted based on changes in market volatility and other factors. We are also subject to daily variation margin requirements based on changes in the value of the derivative instrument and/or collateral pledged. Daily variation margin requirements also entitle us to receive collateral if the value of amounts owed to us under the derivative agreement exceeds the minimum margin requirement. The collateral requirements under our TBA contracts are governed by the Mortgage-Backed Securities Division ("MBSD") of the FICC. Collateral levels for interest rate derivative agreements are typically governed by the central clearing exchange and the associated futures commission merchants ("FCMs"), which may establish margin levels in excess of the clearing exchange. Collateral levels for interest rate derivative agreements not subject to central clearing are established by the counterparty financial institution.

Haircut levels and minimum margin requirements imposed by our counterparties reduce the amount of our unencumbered assets and limit the amount we can borrow against our investment securities. During the fiscal year 2024, haircuts on our repo funding arrangements remained stable. As of December 31, 2024, the weighted average haircut on our repurchase agreements was approximately 3.2% of the value of our collateral, compared to 3.1% as of December 31, 2023.

To mitigate the risk of margins calls, we seek to maintain excess liquidity by holding unencumbered liquid assets that can be used to satisfy collateral requirements, collateralize additional borrowings or sold for cash. As of December 31, 2024, our unencumbered assets totaled approximately $6.2 billion, or 67% of tangible equity, consisting of $6.1 billion of cash and unencumbered Agency RMBS and $0.1 billion of unencumbered credit assets. This compares to $5.2 billion of unencumbered assets, or 67% of tangible equity, as of December 31, 2023, consisting of $5.1 billion of cash and unencumbered Agency RMBS and $0.1 billion of unencumbered credit assets.

Counterparty Risk

Collateral requirements imposed by counterparties subject us to the risk that the counterparty does not return pledged assets to us as and when required. We attempt to manage this risk by monitoring our collateral positions and limiting our counterparties to registered clearinghouses and major financial institutions with acceptable credit ratings. We also diversify our funding across multiple counterparties and by region.

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As of December 31, 2024, our maximum amount at risk (or the excess/shortfall of the value of collateral pledged/received over our repurchase agreement liabilities/reverse repurchase agreement receivables) with any of our repurchase agreement counterparties, excluding the FICC, was less than 2% of our tangible stockholders' equity, with our top five repo counterparties, excluding the FICC, representing less than 5% of our tangible stockholders' equity. As of December 31, 2024, 9% of our tangible stockholder's equity was at risk with the FICC. Excluding central clearing exchanges, as of December 31, 2024, our amount at risk with any counterparty to our derivative agreements was less than 1% of our stockholders' equity.

Asset Sales

Agency RMBS securities are among the most liquid fixed income securities, and the TBA market is the second most liquid market (after the U.S. Treasury market). Although market conditions fluctuate, the vitality of these markets enables us to sell assets under most conditions to generate liquidity through direct sales or delivery into TBA contracts, subject to "good delivery" provisions promulgated by the Securities Industry and Financial Markets Association ("SIFMA"). Under certain market conditions, however, we may be unable to realize the full carrying value of our securities. We attempt to manage this risk by maintaining at least a minimum level of securities that trade at or near TBA values that in our estimation enhances our portfolio liquidity across a wide range of market conditions. Please refer to Trends and Recent Market Impacts of this Management Discussion and Analysis for further information regarding Agency RMBS and TBA market conditions.

Capital Markets

The equity capital markets serve as a source of capital to grow our business and to meet potential liquidity needs of our business. The availability of equity capital is dependent on market conditions and investor demand for our common and preferred stock. We will typically not issue common stock at times when we believe the capital raised will not be accretive to our tangible net book value or earnings, and we will typically not issue preferred equity when its cost exceeds acceptable hurdle rates of return on our equity. We may also be unable to raise additional equity capital at suitable times or on favorable terms. Furthermore, when the trading price of our common stock is less than our then-current estimate of our tangible net book value per common share, among other conditions, we may repurchase shares of our common stock pursuant to the stock repurchase plan authorized by our Board. Please refer to Note 9 of our Consolidated Financial Statements in this Form 10-K for further details regarding our recent equity capital transactions.

OFF-BALANCE SHEET ARRANGEMENTS

As of December 31, 2024, we did not maintain relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance, or special purpose or variable interest entities, established to facilitate off-balance sheet arrangements or other contractually narrow or limited purposes. Additionally, as of December 31, 2024, we had not guaranteed obligations of unconsolidated entities or entered into a commitment or intent to provide funding to such entities.

FORWARD-LOOKING STATEMENTS

The statements contained in this Annual Report that are not historical facts, including estimates, projections, beliefs, expectations concerning conditions, events, or the outlook for our business, strategy, performance, operations or the markets or industries in which we operate, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are typically identified by words such as “believe,” “plan,” “expect,” “anticipate,” “see,” “intend,” “outlook,” “potential,” “forecast,” “estimate,” “will,” “could,” “should,” “likely” and other similar, correlative or comparable words and expressions.

Forward-looking statements are based on management’s assumptions, projections and beliefs as of the date of this Annual Report, but they involve a number of risks and uncertainties. Actual results may differ materially from those anticipated in forward-looking statements, as well as from historical performance. Factors that could cause actual results to vary from our forward-looking statements include, but are not limited to, the following:

•changes in U.S. monetary policy or interest rates, including actions taken by the Federal Reserve to normalize monetary policy and to reduce the size of its U.S. Treasury and Agency RMBS bond portfolio;

•fluctuations in the yield curve;

•the level, degree and extent of volatility in interest rates or the yield on our assets relative to interest rate benchmarks;

•fluctuations in mortgage prepayment rates on the loans underlying our Agency RMBS;

•the availability and terms of financing and our hedge positions;

•changes in the market value of our assets, including from changes in net interest spreads, market liquidity or depth, and changes in our "at risk" leverage or hedge positions;

•the effectiveness of our risk mitigation strategies;

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•conditions in the market for Agency RMBS and other mortgage securities, including changes in the available supply of such securities or investor appetite therefor;

•actions by the federal, state, or local governments that affect the economy, the housing sector or financial markets;

•the direct or indirect effects of geopolitical events, including war, terrorism, civil discord, embargos, trade or other disputes, or natural disasters, on conditions in the markets for Agency RMBS or other mortgage securities, the terms or availability of funding for our business, or our ongoing business operations;

•the availability of personnel, operational resources, information technology and other systems to conduct our operations;

•changes to laws, regulations, rules or policies that affect the GSE's, the primary or secondary mortgage markets in which we participate or U.S. housing finance activity, including actions that would end or alter the conservatorships of Fannie Mae or Freddie Mac or their quasi-governmental status; and

•legislative or regulatory actions that affect our status as a REIT or our exemption from the Investment Company Act of 1940.

Forward-looking statements speak only as of the date made, and we do not assume any duty and do not undertake to update forward-looking statements. A further discussion of risks and uncertainties that could cause actual results to differ from any of our forward-looking statements is included under Item 1A. Risk Factors in Part I of this document. We caution readers not to place undue reliance on our forward-looking statements.

WEBSITE AND SOCIAL MEDIA DISCLOSURE

We use our website (www.AGNC.com) and AGNC’s LinkedIn (www.linkedin.com/company/agnc-investment-corp/) and X (www.x.com/AGNCInvestment) accounts to distribute information about the Company. Investors should monitor these channels in addition to our press releases, filings with the U.S. Securities and Exchange Commission (“SEC”), public conference calls and webcasts, as information posted through them may be deemed material. Our website, alerts and social media channels are not incorporated by reference into, and are not a part of, this or any other report filed with or furnished to the SEC. Investors and others may automatically receive emails and information about AGNC when they sign up for investor alerts on the "Investor Resources" tab of the Investor Relations section of our website.

FY 2023 10-K MD&A

SEC filing source: 0001423689-24-000005.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2024-02-22. Report date: 2023-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is designed to provide a reader of AGNC Investment Corp.'s consolidated financial statements with a narrative from the perspective of management and should be read in conjunction with the consolidated financial statements and accompanying notes included in this Annual Report on Form 10-K. Our MD&A is presented in the following sections:

•Executive Overview

•Financial Condition

•Summary of Critical Accounting Estimates

•Results of Operations

•Liquidity and Capital Resources

•Off-Balance Sheet Arrangements

•Forward-Looking Statements

EXECUTIVE OVERVIEW

We are a leading provider of private capital to the U.S. housing market, enhancing liquidity in the residential real estate mortgage markets and, in turn, facilitating home ownership in the U.S. We invest primarily in Agency RMBS on a leveraged basis. These investments consist of residential mortgage pass-through securities and collateralized mortgage obligations for which the principal and interest payments are guaranteed by a U.S. Government-sponsored enterprise, such as Fannie Mae and Freddie Mac, or by a U.S. Government agency, such as Ginnie Mae. We may also invest in other assets related to the housing, mortgage or real estate markets that are not guaranteed by a GSE or U.S. Government agency.

We are internally managed with the principal objective of generating favorable long-term stockholder returns with a substantial yield component. We generate income from the interest earned on our investments, net of associated borrowing and hedging costs, and net realized gains and losses on our investment and hedging activities. We fund our investments primarily through collateralized borrowings structured as repurchase agreements. We operate in a manner to qualify to be taxed as a REIT under the Internal Revenue Code.

We employ an active management strategy that is dynamic and responsive to evolving market conditions. The composition of our portfolio and our investment, funding, and hedging strategies are tailored to reflect our analysis of market conditions and the relative values of available options. Market conditions are influenced by a variety of factors, including interest rates, prepayment expectations, liquidity, housing prices, unemployment rates, general economic conditions, government participation in the mortgage market, regulations and relative returns on other assets.

Trends and Recent Market Impacts

The Federal Reserve continued its unprecedented dual-track approach to monetary policy tightening in 2023. Since the beginning of this cycle in 2022, the Federal Reserve has raised the Federal Funds rate by 525 basis points and reduced its balance sheet by $1.3 trillion. This aggressive Federal Reserve campaign and a number of other macroeconomic and geopolitical factors, including persistent inflation, regional bank failures and fears of broader financial contagion, political uncertainty regarding the U.S. debt ceiling and gross supply of U.S. Treasury securities, and significant global geopolitical events, led to sharply higher interest rate and Agency RMBS spread volatility throughout the year. While a number of the risks related to these factors remain and will continue to influence Agency RMBS performance going forward, market uncertainty about many of them has declined considerably from peak levels experienced during the year.

The 10-year U.S. Treasury increased 170 basis points from the April 2023 low of 3.3% to nearly 5.0% in mid-October before declining 110 basis points to 3.9% at year end, ending the year unchanged. The current coupon Agency RMBS spread to a blend of 5- and 10-year Treasuries began the year at 145 basis points and reached 190 basis points in May and again in October, approximating levels that Agency RMBS spreads had previously reached since 2000 only during extreme financial market dislocations - the Great Financial Crisis and the peak of the Covid pandemic - before declining to 139 basis points at year end.

Challenging fixed income environments underscore the importance of active portfolio management and prioritization of risk management. To that end, AGNC maintained a large interest rate hedge position, averaging over 115% of our repo funding and TBA position for 2023 and 2022, and a reduced leverage profile, averaging 7.4x and 7.8x of our tangible stockholders' equity for 2023 and 2022, respectively. In addition, our liquidity as a percentage of our stockholders' equity remained within normal operating levels despite the difficult environment, with unencumbered cash and Agency RMBS growing to $5.1 billion, or 66% of our tangible stockholders' equity, as of the end of 2023, up from $4.3 billion, or 59% of tangible stockholders’

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equity, the previous year-end. To capitalize on higher asset yields and wider spreads, in 2023, we continued to shift our asset portfolio away from TBA and lower coupon holdings toward a greater share of higher coupon, high-quality specified pools. As a result, the weighted average coupon on our fixed-rate Agency RMBS and TBA securities increased to 4.83% as of December 31, 2023 from 4.13% as of the previous year-end. Additionally, we opportunistically issued $1.1 billion and $0.5 billion in 2023 and 2022, respectively, of accretive common equity through our At-the-Market offering program to capitalize on our material price to book premium.

AGNC earned total comprehensive income of $0.30 per diluted common share for fiscal year 2023, versus a loss of $4.22 in fiscal year 2022. Our total economic return on tangible common equity was 3.0% for 2023, comprised of $1.44 dividends declared per common share and a $1.14 decline in tangible net book value per common share, compared to a loss of 28.4% for 2022. Net spread and dollar roll income (a non-GAAP measure) per diluted common share totaled $2.61 for fiscal year 2023, compared to $3.11 for 2022, as higher asset yields and our pay-fixed / receive-variable interest rate swap portfolio largely offset rising repo funding costs and declining TBA dollar roll income during the year.

As a levered investor in Agency RMBS, AGNC's performance is primarily driven by changes in Agency RMBS spreads to benchmark interest rates and interest rate volatility. Looking ahead, although risk measures for volatility remain elevated by historical standards, we believe a more favorable investment environment for Agency RMBS is emerging, supported by three key developments. First, the Fed adopted a more neutral monetary policy stance in the fourth quarter and indicated that multiple rate cuts are possible in 2024 if inflation continues to improve as expected. Second, many of the factors that drove the high levels of interest rate volatility in 2023 have now largely subsided, which should, in turn, enhance the attractiveness of Agency RMBS and reduce the cost of our interest rate risk management activities. Third, Agency RMBS spreads appear to have settled into a new trading range, providing us additional confidence in our view that the secular spread widening associated with the Federal Reserve’s reduced presence in the Agency RMBS market has reached its conclusion. Importantly, the higher end of this recent trading range has held on several repeated occasions, as the nearly 2.0% yield benefit for Agency RMBS relative to Treasury securities at these wide spread levels led to strong incremental demand for Agency RMBS. These developments collectively position Agency RMBS as an attractive investment option, both on an absolute and relative basis, in our view, and form the basis for our positive investment outlook.

For information regarding non-GAAP financial measures, including reconciliations to the most comparable GAAP measure please refer to Results of Operations included in this MD&A below. For information regarding the sensitivity of our tangible net book value per common share to changes in interest rates and mortgage spreads, please refer to Item 7A. Quantitative and Qualitative Disclosures about Market Risk in this form 10-K.

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Market Information

The following table summarizes benchmark interest rates and prices of generic fixed rate Agency RMBS as of each date presented below:

Interest Rate/Security Price 1Dec. 31, 2022Mar. 31, 2023June 30, 2023Sept. 30, 2023Dec. 31, 2023Dec. 31, 2023vsDec. 31, 2022
Target Federal Funds Rate:
Target Federal Funds Rate - Upper Band4.50%5.00%5.25%5.50%5.50%+100bps
SOFR:
SOFR Rate4.30%4.87%5.09%5.31%5.38%+108bps
SOFR Interest Rate Swap Rate:
2-Year Swap4.45%4.06%4.82%4.97%4.07%-38bps
5-Year Swap3.75%3.34%3.94%4.38%3.53%-22bps
10-Year Swap3.56%3.17%3.58%4.27%3.47%-9bps
30-Year Swap3.21%2.93%3.20%4.01%3.32%+11bps
U.S. Treasury Security Rate:
2-Year U.S. Treasury4.43%4.03%4.90%5.05%4.25%-18bps
5-Year U.S. Treasury4.01%3.58%4.16%4.61%3.85%-16bps
10-Year U.S. Treasury3.88%3.47%3.84%4.57%3.88%bps
30-Year U.S. Treasury3.97%3.65%3.86%4.70%4.03%+6bps
30-Year Fixed Rate Agency Price:
2.5%$84.96$86.16$84.77$79.39$85.24+$0.28
3.0%$88.02$89.63$88.01$82.75$88.58+$0.56
3.5%$91.10$92.82$91.11$86.02$91.86+$0.76
4.0%$94.03$95.59$93.84$89.09$94.69+$0.66
4.5%$96.59$97.92$96.14$91.85$97.04+$0.45
5.0%$98.80$99.69$98.00$94.39$99.04+$0.24
5.5%$100.47$101.00$99.55$96.68$100.56+$0.09
6.0%$101.69$102.08$100.88$98.74$101.63-$0.06
6.5%$102.57$103.23$102.12$100.52$102.51-$0.06
15-Year Fixed Rate Agency Price:
1.5%$86.84$87.95$86.30$83.27$86.86+$0.02
2.0%$89.28$90.36$88.61$85.81$89.47+$0.19
2.5%$91.80$92.83$90.98$88.21$92.14+$0.34
3.0%$93.85$94.83$93.32$90.54$94.30+$0.45
3.5%$95.93$96.68$95.14$92.52$96.39+$0.46
4.0%$97.75$98.41$96.59$94.42$98.10+$0.35

________________________________

1.Price information is for generic instruments only and is not reflective of our specific portfolio holdings. Price information is as of 3:00 p.m. (EST) on such date and can vary by source. Price information is sourced from Barclays. Interest rate information is sourced from Bloomberg.

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The following table summarizes mortgage and credit spreads as of each date presented below:

Mortgage Rate/Credit SpreadDec. 31, 2022Mar. 31, 2023June 30, 2023Sept. 30, 2023Dec. 31, 2023Dec. 31, 2023vsDec. 31, 2022
Mortgage Rate: 1
30-Year Agency Current Coupon Yield to 5-Year U.S. Treasury Spread138147147175140+2
30-Year Agency Current Coupon Yield to 10-Year U.S. Treasury Spread151158179179137-14
30-Year Agency Current Coupon Yield to 5/10-Year U.S. Treasury Spread145152163177139-6
30-Year Agency Current Coupon Yield5.39%5.05%5.63%6.36%5.25%-14bps
30-Year Mortgage Rate6.52%6.40%6.78%7.41%6.56%+4bps
Credit Spread (in bps): 2
CRT M2514423360252206-308
CMBS AAA125171151137118-7
CDX IG8276667456-26

________________________________

1.30-Year Current Coupon Yield represents yield on new production Agency RMBS. 30-Year Current Coupon Yields are sourced from Bloomberg and 30-Year Mortgage Rates are sourced from Clear Blue.

2.CRT and CDX spreads sourced from JP Morgan. CMBS spreads are the average of spreads sourced from Bank of America, JP Morgan and Wells Fargo.

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FINANCIAL CONDITION

As of December 31, 2023 and 2022, our investment portfolio totaled $60.2 billion and $59.5 billion, respectively, consisting of: $54.8 billion and $40.9 billion investment securities, at fair value, respectively; $5.4 billion and $18.6 billion net TBA securities, at fair value, respectively; and other mortgage credit investments of $44 million and $25 million, respectively, which we account for under the equity method of accounting. The following table is a summary of our investment securities as of December 31, 2023 and 2022 (dollars in millions):

December 31, 2023December 31, 2022
Investment Securities (Includes TBAs) 1Amortized CostFair ValueAverage Coupon%Amortized CostFair ValueAverage Coupon%
Fixed rate Agency RMBS and TBA securities:
≤ 15-year:
≤ 15-year RMBS$759$7183.25%1%$1,718$1,5973.25%3%
15-year TBA securities89915.00%%%%
Total ≤ 15-year8488093.44%1%1,7181,5973.25%3%
20-year RMBS8727682.82%1%1,6011,3652.51%2%
30-year:
30-year RMBS53,65851,6754.82%86%39,72736,2073.89%61%
30-year TBA securities, net 25,1995,2635.50%9%18,40718,5744.84%31%
Total 30-year58,85756,9384.88%95%58,13454,7814.20%92%
Total fixed rate Agency RMBS and TBA securities60,57758,5154.83%97%61,45357,7434.13%97%
Adjustable rate Agency RMBS2932904.67%%1261223.72%%
Multifamily1611624.47%%%%
CMO Agency RMBS:
CMO1271203.28%%1361293.20%%
Interest-only strips40351.77%%46412.15%%
Principal-only strips2726%%3129%%
Total CMO Agency RMBS1941812.03%%2131992.25%1%
Total Agency RMBS and TBA securities61,22559,1484.80%98%61,79258,0644.12%98%
Non-Agency RMBS 143345.10%%111904.52%%
CMBS3032737.27%%6055676.06%1%
CRT68272310.45%1%7797578.48%1%
Total investment securities$62,253$60,1784.88%100%$63,287$59,4784.18%100%

________________________________

1.Table excludes other mortgage credit investments of $44 million and $25 million as of December 31, 2023 and 2022, respectively.

2.TBA securities are presented net of long and short positions. For further details of our TBA securities refer to Note 5 of our Consolidated Financial Statements in this Form 10-K

TBA securities are recorded as derivative instruments in our accompanying consolidated financial statements, and our TBA dollar roll transactions represent a form of off-balance sheet financing. As of December 31, 2023 and 2022, our TBA securities had a net carrying value of $66 million and $167 million, respectively, reported in derivative assets/(liabilities) on our accompanying consolidated balance sheets. The net carrying value represents the difference between the fair value of the underlying security in the TBA contract and the price to be paid or received for the underlying security.

As of December 31, 2023 and 2022, the weighted average yield on our investment securities (excluding TBA and forward settling securities) was 4.41% and 3.37%, respectively.

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The following tables summarize certain characteristics of our fixed rate Agency RMBS portfolio, inclusive of TBA securities, as of December 31, 2023 and 2022 (dollars in millions):

December 31, 2023
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Weighted Average CouponAmortized Cost BasisWeighted AverageProjected CPR 2
Yield 2Age (Months)
Fixed rate
≤ 15-year:
≤ 2.5%585954100%2.16%101.7%1.77%6510%
3.0%44245042399%3.00%101.5%2.54%7110%
3.5%141413100%3.50%101.5%2.60%12614%
4.0%22923522795%4.00%102.8%2.98%7013%
4.5%11199%4.50%101.7%2.70%15421%
5.0%908991—%5.00%100.9%2.54%16841%
Total ≤ 15-year83484880987%3.44%101.9%2.62%7111%
20-year:
≤ 2.0%219225188—%2.00%102.6%1.58%375%
2.5%337352301—%2.50%104.7%1.72%426%
3.0%27282597%3.00%103.6%2.28%538%
3.5%11711911379%3.50%101.7%2.96%12510%
≥ 4.0%14214814196%4.26%104.3%3.14%8311%
Total 20-year:84287276832%2.82%103.6%2.11%597%
30-year:
≤ 3.0%3,8163,8613,26355%2.43%101.0%2.28%346%
3.5%5,5805,8115,23086%3.50%104.1%2.84%977%
4.0%6,5866,9606,35892%4.00%105.7%3.08%808%
4.5%6,5426,7636,42664%4.50%103.9%3.83%468%
5.0%9,6969,7199,65739%5.00%100.5%4.91%149%
5.5%12,35212,39112,48625%5.50%100.6%5.39%1012%
6.0%9,3059,3849,50722%6.00%101.0%5.71%719%
≥ 6.5%3,8893,9684,01129%6.50%102.3%5.78%621%
Total 30-year57,76658,85756,93846%4.88%102.2%4.41%3511%
Total fixed rate$59,442$60,577$58,51547%4.83%102.2%4.34%3511%

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1.Specified pools include pools backed by lower balance loans with original loan balances of up to $200K, HARP pools (defined as pools that were issued between May 2009 and December 2018 and backed by 100% refinance loans with original LTVs ≥ 80%), and pools backed by loans 100% originated in New York and Puerto Rico. As of December 31, 2023, lower balance specified pools had a weighted average original loan balance of $132,000 and $153,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 128% and 141% for 15-year and 30-year securities, respectively.

2.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2023.

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December 31, 2022
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Weighted Average CouponAmortized Cost BasisWeighted AverageProjected CPR 2
Yield 2Age (Months)
Fixed rate
≤ 15-year:
≤ 2.0%$46$47$41100%2.00%103.1%1.35%257%
2.5%261275240100%2.50%105.6%1.29%378%
3.0%53154050499%3.00%101.6%2.54%6010%
3.5%490501473100%3.50%102.2%2.83%5712%
4.0%34235233693%4.00%103.2%2.96%6013%
≥ 4.5%33397%4.55%102.8%2.65%14417%
Total ≤ 15-year1,6731,7181,59798%3.25%102.7%2.47%5511%
20-year:
≤ 2.0%846872721—%2.00%103.1%1.54%275%
2.5%367385322—%2.50%105.0%1.73%305%
3.0%30312897%3.00%103.8%2.28%418%
3.5%13713913181%3.50%101.9%2.96%11310%
≥ 4.0%16617416396%4.27%104.5%3.12%7211%
Total 20-year:1,5461,6011,36521%2.51%103.6%1.89%406%
30-year:
≤ 3.0%9,5369,4638,11235%2.45%101.9%2.16%216%
3.5%7,6697,9277,13382%3.50%104.0%2.84%837%
4.0%8,5879,0128,24383%4.00%105.8%3.08%688%
4.5%11,66311,85011,36452%4.50%103.5%3.94%287%
5.0%11,76211,67411,64119%5.00%101.7%4.71%87%
5.5%7,5897,5587,63512%5.50%102.0%5.15%69%
6.0%53254354750%6.00%103.8%5.22%612%
≥ 6.5%10310710621%6.50%104.3%5.32%918%
Total 30-year57,44158,13454,78146%4.20%103.5%3.33%427%
Total fixed rate$60,660$61,453$57,74346%4.13%103.5%3.25%437%

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1.See Note 1 of preceding table for specified pool composition. As of December 31, 2022, lower balance specified pools had a weighted average original loan balance of $123,000 and $140,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 128% and 138% for 15-year and 30-year securities, respectively.

2.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2022.

For additional details regarding our CRT and non-Agency securities, including credit ratings, as of December 31, 2023 and 2022, please refer to Note 3 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

SUMMARY OF CRITICAL ACCOUNTING ESTIMATES

Our critical accounting estimates involve estimates that require management to make judgments that are subjective in nature. We rely on our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Under different conditions, we could report materially different amounts based on such estimates. For additional information regarding our significant accounting policies please refer to Note 2 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

Interest Income

The effective yield on our Agency RMBS and non-Agency securities of high credit quality is highly impacted by our estimate of future prepayments. We accrue interest income based on the outstanding principal amount and contractual terms of these securities, and we amortize or accrete premiums and discounts associated with our purchase of these securities into interest income over their projected lives, incorporating scheduled contractual payments and estimated prepayments, using the effective interest method. The weighted average cost basis of our securities as of December 31, 2023 was 102.2% of par value; therefore, changes in our actual or projected prepayments can significantly alter the effective yield on our assets.

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Future prepayment rates are difficult to predict, and we rely on a third-party service provider and our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Our third-party service provider estimates prepayment rates over the remaining life of our securities using models that incorporate the forward yield curve, current mortgage rates, mortgage rates on the outstanding loans, age and size of the outstanding loans, loan-to-value ratios, interest rate volatility and other factors. We review the estimated prepayment rates for reasonableness, giving consideration to historical prepayment rates, current market conditions and other factors we believe are likely to impact the rate of prepayments on our portfolio, and based on our judgment we may adjust the third-party estimates.

We review our actual and anticipated prepayment experience on at least a quarterly basis, and effective yields are recalculated when differences arise between (i) our previous prepayment estimates and (ii) actual prepayments to date and current estimates of future prepayments. If the actual and estimated future prepayment experience differs from our prior estimate of prepayments, we are required to record an adjustment in the current period to the amortization or accretion of premiums and discounts for the cumulative difference in the effective yield from inception through the reporting date. We commonly refer to this adjustment as "catch-up" premium amortization cost/benefit.

The most significant factor impacting prepayment rates on our securities is changes to long-term interest rates. Prepayment rates generally increase when interest rates fall and decrease when interest rates rise. Item 7A. Quantitative and Qualitative Disclosures About Market Risk in this Form 10-K includes the estimated weighted average projected CPR of our investments and the corresponding weighted average yield on our investments should interest rates instantaneously go up or down by 25, 50, and 75 basis points. However, there are a variety of other factors that may impact the rate of prepayments on our securities. Consequently, our actual experience and future estimates of prepayments could differ materially from our estimates.

At the time we purchase CRT and non-Agency securities that are not of high credit quality, we determine an effective interest rate based on our estimate of the timing and amount of cash flows and our cost basis. On at least a quarterly basis, we review the estimated cash flows and make appropriate adjustments based on input and analysis received from external sources, internal models, our judgment about interest rates, prepayment rates, including collateral call provisions, timing and amount of estimated credit losses, and other factors. Any resulting changes in effective yield are recognized prospectively based on the current amortized cost of the investment as adjusted for credit impairment, if any.

RESULTS OF OPERATIONS

Non-GAAP Financial Measures

In addition to the results presented in accordance with GAAP, our results of operations discussed below include certain non-GAAP financial information, including "economic interest income," "economic interest expense," and "net spread and dollar roll income available to common stockholders"1 and the related per common share measures and certain financial metrics derived from such non-GAAP information.

"Economic interest income" is measured as interest income (GAAP measure), adjusted to (i) exclude retrospective "catch-up" adjustments to premium amortization cost associated with changes in projected CPR estimates and (ii) include TBA dollar roll implied interest income. "Economic interest expense" is measured as interest expense (GAAP measure) adjusted to include TBA dollar roll implied interest expense/benefit and interest rate swap periodic cost/income. "Net spread and dollar roll income available to common stockholders" is measured as comprehensive income (loss) available (attributable) to common stockholders (GAAP measure) adjusted to: (i) exclude gains/losses on investment securities recognized through net income and other comprehensive income and gains/losses on derivative instruments and other securities (GAAP measures); (ii) exclude retrospective "catch-up" adjustments to premium amortization cost associated with changes in projected CPR estimates; and (iii) include interest rate swap periodic income/cost, TBA dollar roll income and other interest income/expense. As defined "Net spread and dollar roll income available to common stockholders" includes (i) the components of "economic interest income" and "economic interest expense", plus (ii) other interest income/expense, and less (iii) total operating expenses and dividends on preferred stock (GAAP measures).

By providing such measures, in addition to the related GAAP measures, we believe we give greater transparency into the information used by our management in its financial and operational decision-making. We also believe it is important for users of our financial information to consider information related to our current financial performance without the effects of certain measures and one-time events that are not necessarily indicative of our current investment portfolio performance and operations.

Specifically, in the case "net spread and dollar roll income available to common stockholders" and components of such measure, "economic interest income" and "economic interest expense," we believe the inclusion of TBA dollar roll income is meaningful as TBAs, which are accounted for under GAAP as derivative instruments with gains and losses recognized in other

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gain (loss) in our consolidated statement of comprehensive income, are economically equivalent to holding and financing generic Agency RMBS using short-term repurchase agreements. Similarly, we believe that the inclusion of periodic interest rate swap settlements is meaningful as interest rate swaps are the primary instrument we use to economically hedge against fluctuations in our borrowing costs and it is more indicative of our total cost of funds than interest expense alone. Additionally, we believe the exclusion of "catch-up" premium amortization adjustments is meaningful as it excludes the cumulative effect from prior reporting periods due to current changes in future prepayment expectations and, therefore, exclusion of such adjustments is more indicative of the current earnings potential of our investment portfolio.

However, because such measures are incomplete measures of our financial performance and involve differences from results computed in accordance with GAAP, they should be considered as supplementary to, and not as a substitute for, results computed in accordance with GAAP. In addition, because not all companies use identical calculations, our presentation of such non-GAAP measures may not be comparable to other similarly titled measures of other companies.

________________________________

1."Net spread and dollar roll income available to common stockholders" was previously referred to as "net spread and dollar roll income, excluding 'catch-up' premium amortization, available to common stockholders". "Net spread and dollar roll income available to common stockholders" continues to exclude "catch-up" premium amortization.

Selected Financial Data

The following selected financial data is derived from our annual financial statements for the three years ended December 31, 2023. The selected financial data should be read in conjunction with the more detailed information contained in Item 8. Financial Statements and in this Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (in millions, except per share amounts):

December 31,
Balance Sheet Data202320222021
Investment securities, at fair value of $54,824, $40,904 and $54,421, respectively, and other mortgage credit investments$54,868$40,929$54,421
Total assets$71,596$51,748$68,149
Repurchase agreements and other debt$50,506$36,357$47,507
Total liabilities$63,339$43,878$57,858
Total stockholders' equity$8,257$7,870$10,291
Net book value per common share 1$9.46$10.76$16.76
Tangible net book value per common share 2$8.70$9.84$15.75

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Fiscal Year
Statement of Comprehensive Income Data202320222021
Interest income$2,041$1,590$1,361
Interest expense2,28762575
Net interest income(246)9651,286
Other gain (loss), net497(2,081)(449)
Operating expenses967488
Net income (loss)155(1,190)749
Dividends on preferred stock123105100
Net income (loss) available (attributable) to common stockholders$32$(1,295)$649
Net income (loss)$155$(1,190)$749
Other comprehensive income (loss), net155(973)(418)
Comprehensive income (loss)310(2,163)331
Dividends on preferred stock123105100
Comprehensive income (loss) available (attributable) to common stockholders$187$(2,268)$231
Weighted average number of common shares outstanding - basic618.4537.0528.1
Weighted average number of common shares outstanding - diluted619.6537.0530.0
Net income (loss) per common share - basic$0.05$(2.41)$1.23
Net income (loss) per common share - diluted$0.05$(2.41)$1.22
Comprehensive income (loss) per common share - basic$0.30$(4.22)$0.44
Comprehensive income (loss) per common share - diluted$0.30$(4.22)$0.44
Dividends declared per common share$1.44$1.44$1.44
Fiscal Year
Other Data (Unaudited) *202320222021
Average investment securities - at par$50,878$47,761$53,057
Average investment securities - at cost$52,262$49,195$54,869
Net TBA portfolio - at par (as of period end) 3$5,331$19,050$27,123
Net TBA portfolio - at cost (as of period end) 3$5,288$18,407$27,622
Net TBA portfolio - at market value (as of period end) 3$5,354$18,574$27,578
Net TBA portfolio - at carrying value (as of period end) 3,4$66$167$(44)
Average net TBA dollar roll position - at cost$10,000$20,631$29,851
Average total assets - at fair value$63,409$61,028$72,908
Average repurchase agreements and other debt outstanding 5$44,027$41,363$49,923
Average stockholders' equity 6$7,817$8,475$10,885
Average tangible net book value "at risk" leverage 77.4:17.8:17.7:1
Tangible net book value "at risk" leverage (as of period end) 87.0:17.4:17.7:1
Economic return on tangible common equity 93.0%(28.4)%2.9%
Expenses % of average total assets0.15%0.12%0.12%
Expenses % of average assets, including average net TBA position0.13%0.09%0.09%
Expenses % of average stockholders' equity1.23%0.87%0.81%

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* Except as noted below, average numbers for each period are weighted based on days on our books and records.

1.Net book value per common share is calculated as total stockholders' equity, less preferred stock liquidation preference, divided by number of common shares outstanding as of period end.

2.Tangible net book value per common share excludes goodwill.

3.Includes net TBA dollar roll position and, if applicable, forward settling securities.

4.The carrying value of our net TBA position represents the difference between the market value and the cost basis of the TBA contract as of period-end and is reported in derivative assets/(liabilities), at fair value on our accompanying consolidated balances sheets.

5.Amount represents the daily weighted average repurchase agreements outstanding for the period used to fund our investment securities and other debt. Amount excludes U.S. Treasury repurchase agreements and TBA contracts. Other debt includes debt of consolidated VIEs.

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6.Average stockholders' equity calculated as average month-ended stockholders' equity during the period.

7.Average tangible net book value "at risk" leverage is calculated by dividing the sum of daily weighted average repurchase agreements used to fund our investment securities, other debt, and TBA and forward settling securities (at cost) (collectively "mortgage borrowings") outstanding for the period by the sum of average stockholders' equity adjusted to exclude goodwill for the period. Leverage excludes U.S. Treasury repurchase agreements.

8.Tangible net book value "at risk" leverage as of period end is calculated by dividing the sum of mortgage borrowings outstanding and receivable/payable for unsettled investment securities as of period end by the sum of total stockholders' equity adjusted to exclude goodwill as of period end. Leverage excludes U.S. Treasury repurchase agreements.

9.Economic return on tangible common equity represents the sum of the change in tangible net book value per common share and dividends declared per share of common stock during the period over beginning tangible net book value per common share.

Economic Interest Income and Asset Yields

The following table summarizes our economic interest income (a non-GAAP measure) for fiscal years 2023, 2022 and 2021, which includes the combination of interest income (a GAAP measure) on our holdings reported as investment securities on our consolidated balance sheets, adjusted to exclude estimated "catch-up" premium amortization adjustments for the cumulative effect from prior reporting periods due to changes in our CPR forecast, and implied interest income on our TBA securities (dollars in millions):

Fiscal Year
202320222021
AmountYieldAmountYieldAmountYield
Interest income:
Cash/coupon interest income$2,2424.41%$1,6033.36%$1,7303.26%
Net premium amortization benefit (cost)(201)(0.50)%(13)(0.13)%(369)(0.78)%
Interest income (GAAP measure)2,0413.91%1,5903.23%1,3612.48%
Estimated "catch-up" premium amortization cost (benefit) due to change in CPR forecast(5)(0.01)%(238)(0.48)%(96)(0.17)%
Interest income, excluding "catch-up" premium amortization2,0363.90%1,3522.75%1,2652.31%
TBA dollar roll income - implied interest income 1,25245.24%7463.60%5281.77%
Economic interest income, excluding "catch-up" amortization (non-GAAP measure) 3$2,5604.11%$2,0983.00%$1,7932.12%
Weighted average actual portfolio CPR for investment securities held during the period6.3%11.1%23.1%
Weighted average projected CPR for the remaining life of investment securities held as of period end11.4%7.4%10.9%
30-year fixed rate mortgage rate as of period end 46.56%6.52%3.27%
10-year U.S. Treasury rate as of period end 43.88%3.88%1.51%

________________________________

1.Reported in gain (loss) on derivatives instruments and other securities, net in the accompanying consolidated statements of operations.

2.Implied interest income from TBA dollar roll transactions is computed as the sum of (i) TBA dollar roll income and (ii) estimated TBA implied funding cost (see Economic Interest Expense and Aggregate Cost of Funds below). TBA dollar roll income represents the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and is the economic equivalent to interest income on the underlying Agency securities, less an implied funding cost, over the forward settlement period. Amount is net of TBAs used for hedging purposes. Amount excludes TBA mark-to-market adjustments.

3.The combined asset yield is calculated on a weighted average basis based on our average investment and TBA balances outstanding during the period and their respective yields.

4.30-year fixed rate mortgage rates are sourced from Optimal Blue. 10-year U.S. Treasury rates are sourced from Bloomberg.

The principal elements impacting our economic interest income are the average size of our investment portfolio and the average yield on our securities. The following table includes a summary of the estimated impact of each of these elements on our economic interest income for fiscal years 2023 and 2022 compared to the prior year period (in millions):

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Impact of Changes in the Principal Elements Impacting Economic Interest Income
Due to Change in Average
Fiscal Year 2023 vs 2022Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$451$99$352
Estimated "catch-up" premium amortization due to change in CPR forecast233233
Interest income, excluding "catch-up" premium amortization68499585
TBA dollar roll income - implied interest income(222)(384)162
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$462$(285)$747
Due to Change in Average
Fiscal Year 2022 vs 2021Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$229$(141)$370
Estimated "catch-up" premium amortization due to change in CPR forecast(142)(142)
Interest income, excluding "catch-up" premium amortization87(141)228
TBA dollar roll income - implied interest income218(163)381
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$305$(304)$609

Our average investment portfolio, inclusive of TBAs (at cost), decreased 11% and 18% for fiscal years 2023 and 2022, respectively, primarily due to a decline in our average stockholders' equity and lower "at risk" leverage. The average yield on our investment portfolio, including TBA implied asset yields and excluding "catch-up" premium amortization, increased 111 and 88 basis points for fiscal years 2023 and 2022, respectively, largely as a result of shifting our asset portfolio away from TBA and lower coupon holdings toward a greater share of higher coupon, high-quality specified pools to capitalize on higher asset yields and wider spreads.

Leverage

Our primary measure of leverage is our tangible net book value "at risk" leverage ratio, which is measured as the sum of our repurchase agreements and other debt used to fund our investment securities and net TBA and forward settling securities position (at cost) (together referred to as "mortgage borrowings") and our net receivable/payable for unsettled investment securities, divided by our total stockholders' equity adjusted to exclude goodwill.

We include our net TBA position in our measure of leverage because a forward contract to acquire Agency RMBS in the TBA market carries similar risks to Agency RMBS purchased in the cash market and funded with on-balance sheet liabilities. Similarly, a TBA contract for the forward sale of Agency securities has substantially the same effect as selling the underlying Agency RMBS and reducing our on-balance sheet funding commitments. (Refer to Liquidity and Capital Resources in this Form 10-K for further discussion of TBA securities and dollar roll transactions). Repurchase agreements used to fund short-term investments in U.S. Treasury securities ("U.S. Treasury repo") are excluded from our measure of leverage due to the temporary and highly liquid nature of these investments. The following table presents a summary of our leverage ratios for the periods listed (dollars in millions):

Investment Securities Repurchase Agreements and Other Debt 1Net TBA Position Long/(Short) 2Average Tangible Net Book Value "At Risk" Leverage during the Period 3Tangible Net Book Value "At Risk" Leverageas ofPeriod End 4
Quarter EndedAverage Daily AmountMaximum Daily AmountEnding AmountAverage Daily AmountEnding Amount
December 31, 2023$47,548$52,643$48,959$4,993$5,2887.4:17.0:1
September 30, 2023$47,073$52,888$51,931$7,340$2,4077.5:17.9:1
June 30, 2023$41,546$42,408$40,962$9,985$10,3207.2:17.2:1
March 31, 2023$39,824$42,919$42,022$17,851$10,3857.7:17.2:1
December 31, 2022$35,486$39,399$36,002$18,988$18,4077.8:17.4:1
September 30, 2022$40,530$41,834$39,169$20,331$19,1168.1:18.7:1
June 30, 2022$42,997$44,243$41,406$19,653$16,0017.8:17.4:1
March 31, 2022$46,570$47,940$44,150$23,605$20,1527.8:17.5:1
December 31, 2021$46,999$48,524$47,037$29,014$27,6227.6:17.7:1
September 30, 2021$45,847$49,021$45,723$30,312$28,9127.5:17.5:1
June 30, 2021$52,374$60,186$48,488$28,082$27,6117.6:17.9:1
March 31, 2021$54,602$57,153$55,221$32,022$25,3558.0:17.7:1

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1.Other debt includes debt of consolidated VIEs. Amounts exclude U.S. Treasury repo agreements.

2.Daily average and ending net TBA position outstanding measured at cost. Includes forward settling non-Agency securities.

3.Average tangible net book value "at risk" leverage during the period represents the sum of our daily weighted average repurchase agreements and other debt used to fund acquisitions of investment securities and net TBA and forward settling securities position outstanding, divided by the sum of our average month-ended stockholders' equity, adjusted to exclude goodwill.

4.Tangible net book value "at risk" leverage as of period end represents the sum of our repurchase agreements and other debt used to fund acquisitions of investments securities, net TBA and forward settling securities position (at cost), and net receivable/payable for unsettled investment securities outstanding as of period end, divided by total stockholders' equity, adjusted to exclude goodwill as of period end.

Economic Interest Expense and Aggregate Cost of Funds

The following table summarizes our economic interest expense and aggregate cost of funds (non-GAAP measures) for fiscal years 2023, 2022 and 2021 (dollars in millions), which includes the combination of interest expense on repurchase agreements and other debt used to fund acquisitions of investment securities (GAAP measure), implied financing cost (benefit) of our TBA securities and interest rate swap periodic cost (benefit):

Fiscal Year
202320222021
Economic Interest Expense and Aggregate Cost of Funds 1AmountCost of FundsAmountCost of FundsAmountCost of Funds
Investment securities repurchase agreement and other debt - interest expense (GAAP measure)$2,2875.12%$6251.49%$750.15%
TBA dollar roll income - implied interest expense (benefit) 2,34934.86%2281.08%(128)(0.42)%
Economic interest expense - before interest rate swap periodic cost (income), net 42,7805.07%8531.35%(53)(0.06)%
Interest rate swap periodic cost (benefit), net 2,5,6(2,202)(4.02)%(675)(1.08)%600.07%
Total economic interest expense (non-GAAP measure)$5781.05%$1780.27%$70.01%

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1.Amounts exclude interest rate swap termination fees and variation margin settlements paid or received, forward starting swaps and the impact of other supplemental hedges, such as swaptions and U.S. Treasury positions.

2.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

3.The implied funding cost (benefit) of TBA dollar roll transactions is determined using the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and market based assumptions regarding the "cheapest-to-deliver" collateral that can be delivered to satisfy the TBA contract, such as the anticipated collateral’s weighted average coupon, weighted average maturity and projected 1-month CPR. The average implied funding cost (benefit) for all TBA transactions is weighted based on our daily average TBA balance outstanding for the period.

4.The combined cost of funds for total mortgage borrowings outstanding, before interest rate swap costs, is calculated on a weighted average basis based on average investment securities repurchase agreements, other debt and TBA securities outstanding during the period and their respective cost of funds.

5.Interest rate swap periodic cost (benefit) is measured as a percent of average mortgage borrowings outstanding for the period.

6.In 2023, we began reporting price alignment interest income (expense) ("PAI") on interest swap margin deposits posted by or (to) us in other interest income (expense), net. PAI was previously reported in interest rate swap periodic cost (benefit). Both current and former categorizations are components of net spread and dollar roll income. Prior year amounts have been reclassified and our economic interest expense and cost of funds have been restated to conform to the current period's presentation.

The principal elements impacting our economic interest expense are (i) the size of our average mortgage borrowings and interest rate swap portfolio outstanding during the period, (ii) the average interest rate on our mortgage borrowings and (iii) the average net interest rate paid/received on our interest rate swaps. The following table includes a summary of the estimated impact of these elements on our economic interest expense for fiscal years 2023 and 2022 compared to the prior year period (in millions):

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Impact of Changes in the Principal Elements of Economic Interest Expense
Due to Change in Average
Fiscal Year 2023 vs 2022Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Investment securities repurchase agreement and other debt interest expense$1,662$40$1,622
TBA dollar roll income - implied interest benefit/expense265(117)382
Interest rate swap periodic income/cost(1,527)32(1,559)
Total change in economic interest benefit/expense$400$(45)$445
Due to Change in Average
Fiscal Year 2022 vs 2021Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Investment securities repurchase agreement and other debt interest expense$550$(13)$563
TBA dollar roll income - implied interest benefit/expense35640316
Interest rate swap periodic income/cost(735)1(736)
Total change in economic interest benefit/expense$171$28$143

Our average mortgage borrowings, inclusive of TBAs, decreased 13% and 22% for fiscal years 2023 and 2022, respectively, due to a decline in our asset base. The average interest rate on our mortgage borrowings, excluding the impact interest rate swap period income/cost, increased 372 and 141 basis points for fiscal years 2023 and 2022, respectively, due to higher short-term interest rates.

Interest rate swap periodic income increased for fiscal years 2023 and 2022 primarily due to higher receive rates on our pay-fixed swaps, as the average pay rate on our swaps increased marginally and the average notional balance remained largely unchanged despite the decline in our average mortgage borrowings. The following is a summary of our average interest rate swaps outstanding and the related average swap pay and receive rates for fiscal years 2023, 2022 and 2021 (dollars in millions). Amounts exclude forward starting swaps not yet in effect.

Fiscal Year
Average Ratio of Interest Rate Swaps (Excluding Forward Starting Swaps) to Mortgage Borrowings Outstanding202320222021
Average investment securities repo and other debt outstanding$44,027$41,363$49,923
Average net TBA dollar roll position outstanding - at cost$10,000$20,631$29,851
Average mortgage borrowings outstanding$54,027$61,994$79,774
Average notional amount of interest rate swaps outstanding (excluding forward starting swaps), net$47,012$49,334$48,634
Ratio of average interest rate swaps to mortgage borrowings outstanding87%80%61%
Average interest rate swap pay-fixed rate (excluding forward starting swaps)0.55%0.25%0.17%
Average interest rate swap receive-floating rate(5.17)%(1.60)%(0.05)%
Average interest rate swap net pay/(receive) rate(4.62)%(1.35)%0.12%

For fiscal years 2023, 2022 and 2021, we had an average forward starting net pay and (receive) fixed rate swap balance of $(0.5) billion, $48 million and $149 million, respectively. Forward starting interest rate swaps do not impact our economic interest expense and aggregate cost of funds until they commence accruing net interest settlements on their forward start dates.

Net Interest Spread

The following table presents a summary of our net interest spread (including the impact of TBA dollar roll income, interest rate swaps and excluding "catch-up" premium amortization) for fiscal years 2023, 2022 and 2021:

Fiscal Year
Investment and TBA Securities - Net Interest Spread202320222021
Average asset yield4.11%3.00%2.12%
Average aggregate cost of funds(1.05)%(0.27)%(0.01)%
Average net interest spread3.06%2.73%2.11%

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Net Spread and Dollar Roll Income

The following table presents a reconciliation of net spread and dollar roll income available to common stockholders (non-GAAP measure) from comprehensive income (loss) available (attributable) to common stockholders (the most comparable GAAP financial measure) for fiscal years 2023, 2022 and 2021 (dollars in millions):

Fiscal Year
202320222021
Comprehensive income (loss) available (attributable) to common stockholders$187$(2,268)$231
Adjustments to exclude realized and unrealized (gains) losses reported through net income:
Realized loss on sale of investment securities, net1,5672,91657
Unrealized (gain) loss on investment securities measured at fair value through net income, net(1,678)3,7951,502
Gain on derivative instruments and other securities, net(386)(4,630)(1,110)
Adjustment to exclude unrealized (gain) loss reported through other comprehensive income:
Unrealized (gain) loss on available-for-sale securities measure at fair value through other comprehensive income, net(155)973418
Other adjustments:
Estimated "catch-up" premium amortization benefit due to change in CPR forecast 1(5)(238)(96)
TBA dollar roll income, net 231518656
Interest rate swap periodic income (cost), net 2,42,202675(60)
Other interest income (expense), net 2,3,4(146)(65)
Net spread and dollar roll income available to common stockholders (non-GAAP measure) 51,6171,6761,598
Weighted average number of common shares outstanding - basic618.4537.0528.1
Weighted average number of common shares outstanding - diluted619.6538.1530.0
Net spread and dollar roll income per common share - basic$2.61$3.12$3.03
Net spread and dollar roll income per common share - diluted$2.61$3.11$3.02

________________________________

1.Reported in interest income in our consolidated statements of comprehensive income.

2.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

3.Other interest income (expense), net includes interest income on cash and cash equivalents; price alignment interest income (expense) ("PAI") on interest rate swap margin deposits posted by or (to) the Company; and other miscellaneous interest income (expense).

4.In 2023, we began reporting PAI in other interest income (expense), net. PAI was previously reported in interest rate swap periodic income (cost). Prior year amounts have been reclassified to conform to the current period's presentation.

5.This measure was previously referred to as "net spread and dollar roll income, excluding 'catch-up' premium amortization cost/benefit, per common share." Though it continues to exclude "catch-up" premium amortization cost/benefit, its title has been condensed to its revised title in the table above.

Gain (Loss) on Investment Securities, Net

The following table is a summary of our net gain (loss) on investment securities for fiscal years 2023, 2022 and 2021 (in millions):

Fiscal Year
Gain (Loss) on Investment Securities, Net 1202320222021
Loss on sale of investment securities, net$(1,567)$(2,916)$(57)
Unrealized (loss) gain on investment securities measured at fair value through net income, net 21,678(3,795)(1,502)
Unrealized (loss) gain on investment securities measured at fair value through other comprehensive income, net155(973)(418)
Total loss on investment securities, net$266$(7,684)$(1,977)

________________________________

1.Amounts exclude gain (loss) on TBA securities, which are reported in gain (loss) on derivative instruments and other securities, net in our Consolidated Statements of Comprehensive Income.

2.Investment securities acquired after fiscal year 2016 are measured at fair value through net income (see Note 2 of our Consolidated Financial Statements in this Form 10-K).

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Gain (Loss) on Derivative Instruments and Other Securities, Net

The following table is a summary of our gain (loss) on derivative instruments and other securities, net for fiscal years 2023, 2022 and 2021 (in millions):

Fiscal Year
202320222021
TBA securities, dollar roll income$31$518$656
TBA securities, mark-to-market loss18(3,378)(1,208)
Forward settling non-Agency securities, mark-to-market gain/(loss)5
Interest rate swaps, periodic income (cost) 12,202675(60)
Interest rate swaps, mark-to-market gain (loss)(1,532)3,8021,177
Credit default swaps - buy protection(13)21
Payer swaptions(21)85723
U.S. Treasury securities - short position(54)1,482444
U.S. Treasury securities - long position(30)(32)(25)
U.S. Treasury futures contracts - short position(42)81142
SOFR futures contracts - long position(10)
Other interest income (expense), net 1(146)(77)
Other gain (loss), net(17)(49)56
Total gain (loss) on derivative instruments and other securities, net$386$4,630$1,110

________________________________

1.In 2023, we began reporting PAI in other interest income (expense), net. PAI was previously reported in interest rate swap periodic income (cost). Prior year amounts have been reclassified to conform to the current period's presentation.

For further details regarding our use of derivative instruments and related activity refer to Notes 2 and 5 of our Consolidated Financial Statements in this Form 10-K.

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LIQUIDITY AND CAPITAL RESOURCES

Our business is dependent on our ability to maintain adequate levels of liquidity and capital resources to fund day-to-day operations, fulfill collateral requirements under our funding and derivative agreements, and to satisfy our dividend distribution requirement of at least 90% of our taxable income to maintain our qualification as a REIT. Our primary sources of liquidity are unencumbered cash and securities, borrowings available under repurchase agreements, TBA dollar roll financing and monthly receipts of principal and interest payments. We may also conduct asset sales, change our asset or funding mix, issue equity or undertake other capital enhancing actions to maintain adequate levels of liquidity and capital resources. There are various risks and uncertainties that can impact our liquidity, such as those described in Item 1A. Risk Factors and Item 7A. Quantitative and Qualitative Disclosures of Market Risks in this Form 10-K. In assessing our liquidity, we consider a number of factors, including our current leverage, collateral levels, access to capital markets, overall market conditions, and the sensitivity of our tangible net book value over a range of scenarios. We believe that we have sufficient liquidity and capital resources available to meet our obligations and execute our business strategy.

Leverage and Financing Sources

Our leverage will vary depending on market conditions and our assessment of relative risks and returns, but we generally expect our leverage to be between six and twelve times the amount of our tangible stockholders' equity, measured as the sum of our total mortgage borrowings and net payable / (receivable) for unsettled investment securities, divided by the sum of our total stockholders' equity adjusted to exclude goodwill. Our tangible net book value "at risk" leverage ratio was 7.0x and 7.4x as of December 31, 2023 and 2022, respectively. The following table includes a summary of our mortgage borrowings outstanding as of December 31, 2023 and 2022 (dollars in millions). For additional details of our mortgage borrowings refer to Notes 2, 4 and 5 to our Consolidated Financial Statements in this Form 10-K.

December 31, 2023December 31, 2022
Mortgage BorrowingsAmount%Amount%
Investment securities repurchase agreements 1,2$48,87990%$35,90766%
Debt of consolidated variable interest entities, at fair value80%95%
Total debt48,95990%36,00266%
TBA and forward settling non-Agency securities, at cost5,28810%18,40734%
Total mortgage borrowings$54,247100%$54,409100%

________________________________

1.Includes Agency RMBS, CRT and non-Agency MBS repurchase agreements. Excludes U.S. Treasury repurchase agreements totaling $1,547 million and $355 million as of December 31, 2023 and 2022, respectively.

2.As of December 31, 2023 and 2022, 43% and 48%, respectively, of our total repurchase agreements, including 45% and 48% or our investment securities repurchase agreements, respectively, were funded through the Fixed Income Clearing Corporation's GCF Repo service.

Our primary financing sources are collateralized borrowings structured as repurchase agreements. We enter into repurchase agreements, or "repo," through bi-lateral arrangements with financial institutions and independent dealers. We also enter into third-party repurchase agreements through our wholly-owned registered broker-dealer subsidiary, Bethesda Securities, LLC, such as tri-party repo offered through the FICC's GCF Repo service. We manage our repurchase agreement funding position through a variety of methods, including diversification of counterparties, maintaining a suitable maturity profile and utilization of interest rate hedging strategies. We also use TBA dollar roll transactions as a means of synthetically financing Agency RMBS.

The terms and conditions of our repurchase agreements are determined on a transaction-by-transaction basis when each such borrowing is initiated or renewed and, in the case of GCF Repo, by the prevailing margin requirements calculated by the FICC, which acts as the central counterparty. The amount borrowed is generally equal to the fair value of the securities pledged, as determined by the lending counterparty, less an assessed discount, referred to as a "haircut," that reflects the underlying risk of the specific collateral and protects the counterparty against a change in its value. Interest rates are generally fixed based on prevailing rates corresponding to the term of the borrowing. None of our repo counterparties are obligated to renew or otherwise enter into new borrowings at the conclusion of our existing borrowings.

The use of TBA dollar roll transactions increases our funding diversification, expands our available pool of assets, and increases our overall liquidity position, as TBA contracts typically have lower implied haircuts relative to Agency RMBS pools funded with repo financing. TBA dollar roll transactions may also have a lower implied cost of funds than comparable repo funded transactions (referred to as "dollar roll specialness") offering incremental return potential. However, if it were to become uneconomical to roll our TBA contracts into future months it may be necessary to take physical delivery of the underlying securities and fund those assets with cash or other financing sources, which could reduce our liquidity position.

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Collateral Requirements and Unencumbered Assets

Amounts available to be borrowed under our repurchase agreements are dependent upon prevailing interest rates, the lender’s "haircut" requirements and collateral value. Each of these elements may fluctuate with changes in interest rates, credit quality and liquidity conditions within the financial markets. To help manage the adverse impact of interest rate changes on our borrowings, we utilize an interest rate risk management strategy involving the use of derivative financial instruments. In particular, we attempt to mitigate the risk of the cost of our short-term funding liabilities increasing at a faster rate than the earnings of our long-term fixed rate assets during a period of rising interest rates.

The collateral requirements, or haircut levels, under our repo agreements are typically determined on an individual transaction basis or by the prevailing requirements established by the FICC for GCF tri-party repo. Consequently, haircut levels and minimum margin requirements can change over time and may increase during periods of elevated market volatility. If the fair value of our collateral declines, our counterparties will typically require that we post additional collateral to re-establish the agreed-upon collateral levels, referred to as "margin calls." Similarly, if the estimated fair value of our investment securities increases, we may request that counterparties release collateral back to us. Our counterparties typically have the sole discretion to determine the value of pledged collateral but are required to act in good faith in making determinations of value. Our agreements generally provide that in the event of a margin call, collateral must be posted on the same business day, subject to notice requirements. As of December 31, 2023, we had met all our margin requirements.

The value of Agency RMBS collateral is impacted by market factors and is reduced by monthly principal pay-downs on the underlying mortgage pools. Fannie Mae and Freddie Mac publish monthly security pay-down factors for their mortgage pools on the fifth day after month-end, but do not remit payment to security holders until generally the 25th day after month-end. Bi-lateral repo counterparties assess margin to account for the reduction in value of Agency collateral when factors are released. The FICC assesses margin on the last day of each month, prior to the factor release date, based on its internally projected pay-down rates (referred to as the "blackout period exposure adjustment" or "blackout margin"). On the factor release date, the blackout margin is released and collateralization requirements are adjusted to actual factor data. Due to the timing difference between associated margin calls and our receipt of principal pay-downs, our liquidity is temporarily reduced each month for principal repayments. We attempt to manage the liquidity risk associated with principal pay-downs by monitoring conditions impacting prepayment rates and through asset selection. As of December 31, 2023, approximately 9% of our investment portfolio consisted of TBA securities, which are not subject to monthly principal pay-downs. The remainder of our portfolio primarily consisted of Agency RMBS, which had an average one-year CPR forecast of 9%.

Collateral requirements under our derivative agreements are subject to our counterparties' assessment of their maximum risk of loss associated with the derivative instrument, referred to as the initial or minimum margin requirement, and may be adjusted based on changes in market volatility and other factors. We are also subject to daily variation margin requirements based on changes in the value of the derivative instrument and/or collateral pledged. Daily variation margin requirements also entitle us to receive collateral if the value of amounts owed to us under the derivative agreement exceeds the minimum margin requirement. The collateral requirements under our TBA contracts are governed by the Mortgage-Backed Securities Division ("MBSD") of the FICC. Collateral levels for interest rate derivative agreements are typically governed by the central clearing exchange and the associated futures commission merchants ("FCMs"), which may establish margin levels in excess of the clearing exchange. Collateral levels for interest rate derivative agreements not subject to central clearing are established by the counterparty financial institution.

Haircut levels and minimum margin requirements imposed by our counterparties reduce the amount of our unencumbered assets and limit the amount we can borrow against our investment securities. During the fiscal year 2023, haircuts on our repo funding arrangements remained stable. As of December 31, 2023, the weighted average haircut on our repurchase agreements was approximately 3.1% of the value of our collateral, compared to 3.7% as of December 31, 2022.

To mitigate the risk of margins calls, we seek to maintain excess liquidity by holding unencumbered liquid assets that can be used to satisfy collateral requirements, collateralize additional borrowings or sold for cash. As of December 31, 2023, our unencumbered assets totaled approximately $5.2 billion, or 67% of tangible equity, consisting of $5.1 billion of unencumbered cash and Agency RMBS and $0.1 billion of unencumbered credit assets. This compares to $4.4 billion of unencumbered assets, or 60% of tangible equity, as of December 31, 2022, consisting of $4.3 billion of unencumbered cash and Agency RMBS and $0.1 billion of unencumbered credit assets.

Counterparty Risk

Collateral requirements imposed by counterparties subject us to the risk that the counterparty does not return pledged assets to us as and when required. We attempt to manage this risk by monitoring our collateral positions and limiting our counterparties to registered clearinghouses and major financial institutions with acceptable credit ratings. We also diversify our funding across multiple counterparties and by region.

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As of December 31, 2023, our maximum amount at risk (or the excess/shortfall of the value of collateral pledged/received over our repurchase agreement liabilities/reverse repurchase agreement receivables) with any of our repurchase agreement counterparties, excluding the FICC, was less than 3% of our tangible stockholders' equity, with our top five repo counterparties, excluding the FICC, representing approximately 7% of our tangible stockholders' equity. As of December 31, 2023, less than 7% of our tangible stockholder's equity was at risk with the FICC. Excluding central clearing exchanges, as of December 31, 2023, our amount at risk with any counterparty to our derivative agreements was less than 1% of our stockholders' equity.

Asset Sales

Agency RMBS securities are among the most liquid fixed income securities, and the TBA market is the second most liquid market (after the U.S. Treasury market). Although market conditions fluctuate, the vitality of these markets enables us to sell assets under most conditions to generate liquidity through direct sales or delivery into TBA contracts, subject to "good delivery" provisions promulgated by the Securities Industry and Financial Markets Association ("SIFMA"). Under certain market conditions, however, we may be unable to realize the full carrying value of our securities. We attempt to manage this risk by maintaining at least a minimum level of securities that trade at or near TBA values that in our estimation enhances our portfolio liquidity across a wide range of market conditions. Please refer to Trends and Recent Market Impacts of this Management Discussion and Analysis for further information regarding Agency RMBS and TBA market conditions.

Capital Markets

The equity capital markets serve as a source of capital to grow our business and to meet potential liquidity needs of our business. The availability of equity capital is dependent on market conditions and investor demand for our common and preferred stock. We will typically not issue common stock at times when we believe the capital raised will not be accretive to our tangible net book value or earnings, and we will typically not issue preferred equity when its cost exceeds acceptable hurdle rates of return on our equity. We may also be unable to raise additional equity capital at suitable times or on favorable terms. Furthermore, when the trading price of our common stock is less than our estimate of our current tangible net book value per common share, among other conditions, we may repurchase shares of our common stock. Please refer to Note 9 of our Consolidated Financial Statements in this Form 10-K for further details regarding our recent equity capital transactions, if any.

OFF-BALANCE SHEET ARRANGEMENTS

As of December 31, 2023, we did not maintain relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance, or special purpose or variable interest entities, established to facilitate off-balance sheet arrangements or other contractually narrow or limited purposes. Additionally, as of December 31, 2023, we had not guaranteed obligations of unconsolidated entities or entered into a commitment or intent to provide funding to such entities.

FORWARD-LOOKING STATEMENTS

The statements contained in this Annual Report that are not historical facts, including estimates, projections, beliefs, expectations concerning conditions, events, or the outlook for our business, strategy, performance, operations or the markets or industries in which we operate, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are typically identified by words such as “believe,” “plan,” “expect,” “anticipate,” “see,” “intend,” “outlook,” “potential,” “forecast,” “estimate,” “will,” “could,” “should,” “likely” and other similar, correlative or comparable words and expressions.

Forward-looking statements are based on management’s assumptions, projections and beliefs as of the date of this Annual Report, but they involve a number of risks and uncertainties. Actual results may differ materially from those anticipated in forward-looking statements, as well as from historical performance. Factors that could cause actual results to vary from our forward-looking statements include, but are not limited to, the following:

•changes in U.S. monetary policy or interest rates, including actions taken by the Federal Reserve to normalize monetary policy and to reduce the size of its U.S. Treasury and Agency RMBS bond portfolio;

•fluctuations in the yield curve;

•the level, degree and extent of volatility in interest rates or the yield on our assets relative to interest rate benchmarks;

•fluctuations in mortgage prepayment rates on the loans underlying our Agency RMBS;

•the availability and terms of financing and our hedge positions;

•changes in the market value of our assets, including from changes in net interest spreads, market liquidity or depth, and changes in our "at risk" leverage or hedge positions;

•the effectiveness of our risk mitigation strategies;

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•conditions in the market for Agency RMBS and other mortgage securities, including changes in the available supply of such securities or investor appetite therefor;

•actions by the federal, state, or local governments that affect the economy, the housing sector or financial markets;

•the direct or indirect effects of geopolitical events, including war, terrorism, civil discord, embargos, trade or other disputes, or natural disasters, on conditions in the markets for Agency RMBS or other mortgage securities, the terms or availability of funding for our business, or our ongoing business operations;

•the availability of personnel, operational resources, information technology and other systems to conduct our operations;

•changes to laws, regulations, rules or policies that affect U.S. housing finance activity, the GSE's or the markets for Agency RMBS; and

•legislative or regulatory changes that affect our status as a REIT, our exemption from the Investment Company Act of 1940 or the mortgage markets in which we participate.

Forward-looking statements speak only as of the date made, and we do not assume any duty and do not undertake to update forward-looking statements. A further discussion of risks and uncertainties that could cause actual results to differ from any of our forward-looking statements is included in this document under Item 1A. Risk Factors. We caution readers not to place undue reliance on our forward-looking statements.

FY 2022 10-K MD&A

SEC filing source: 0001423689-23-000017.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2023-02-27. Report date: 2022-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is designed to provide a reader of AGNC Investment Corp.'s consolidated financial statements with a narrative from the perspective of management and should be read in conjunction with the consolidated financial statements and accompanying notes included in this Annual Report on Form 10-K. Our MD&A is presented in the following sections:

•Executive Overview

•Financial Condition

•Summary of Critical Accounting Estimates

•Results of Operations

•Liquidity and Capital Resources

•Forward-Looking Statements

EXECUTIVE OVERVIEW

We are a leading provider of private capital to the U.S. housing market, enhancing liquidity in the residential real estate mortgage markets and, in turn, facilitating home ownership in the U.S. We invest primarily in Agency RMBS on a leveraged basis. These investments consist of residential mortgage pass-through securities and collateralized mortgage obligations for which the principal and interest payments are guaranteed by a U.S. Government-sponsored enterprise, such as Fannie Mae and Freddie Mac, or by a U.S. Government agency, such as Ginnie Mae. We may also invest in other assets related to the housing, mortgage or real estate markets that are not guaranteed by a GSE or U.S. Government agency.

We are internally managed with the principal objective of providing our stockholders with favorable long-term returns on a risk-adjusted basis through attractive monthly dividends. We generate income from the interest earned on our investments, net of associated borrowing and hedging costs, and net realized gains and losses on our investment and hedging activities. We fund our investments primarily through collateralized borrowings structured as repurchase agreements. We operate in a manner to qualify to be taxed as a REIT under the Internal Revenue Code.

The size and composition of our investment portfolio depends on the investment strategies we implement, availability of attractively priced investments, suitable financing to appropriately leverage our investment portfolio and overall market conditions. Market conditions are influenced by a variety of factors, including interest rates, prepayment expectations, liquidity, housing prices, unemployment rates, general economic conditions, government participation in the mortgage market, regulations and relative returns on other assets.

Trends and Recent Market Impacts

Financial markets experienced broad-based weakness in 2022. Persistently high inflation, coupled with macroeconomic and monetary policy uncertainty, led to a sharp decline in investor sentiment and a significant repricing in the fixed income markets. Interest rates across the yield curve moved materially higher, as the Federal Reserve (the "Fed") raised the Federal Funds rate 425 basis points, and the yield on the 10-year U.S. Treasury security increased nearly 250 basis points for the year, resulting in the worst annual total return for these bonds in decades. The sharp increase in U.S. Treasury yields drove mortgage rates to their highest level in twenty years, and, similar to the 10-year U.S. Treasury, the total return for the unlevered Bloomberg U.S. MBS Index, which tracks the performance of fixed-rate Agency RMBS, was -12% for the year, its worst annual performance since the Index's inception in 1976.

Agency RMBS often initially underperform other fixed income products during significant market downturns. Investors typically sell Agency RMBS holdings prior to other less liquid fixed income asset classes to meet cash needs and redemption obligations during market disruptions and liquidity events. This dynamic caused Agency RMBS to significantly underperform interest rate hedges and other fixed income assets during the year. As a result, Agency RMBS spreads to benchmark interest rates across the coupon stack reached historically wide levels.

This spread widening was the primary driver of AGNC’s total comprehensive income (loss) per diluted common share of $(4.22) for fiscal year 2022, compared to $0.44 for fiscal year 2021, and economic return (loss) on tangible net book value per common share of (28.4)% for fiscal year 2022, compared to 2.9% for fiscal year 2021, comprised of dividends declared per common share and the decline in our tangible net book value per common share. Net spread and dollar roll income, excluding "catch-up" amortization, (a non-GAAP measure) per diluted common share was $3.11 for fiscal year 2022, compared to $3.02 for fiscal year 2021, as higher asset yields and our pay-fixed/receive-variable interest rate swap portfolio offset rising repo funding costs and moderating TBA dollar roll income during the year.

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Given the challenging market conditions, we prioritized risk management throughout 2022, characterized by a large interest rate hedge position and lower leverage relative to historical levels. For the year, our interest rate hedge ratio averaged approximately 118% of our Agency repurchase agreements and net TBA position. Our average "at risk" leverage ratio for the year was 7.8x our tangible stockholders' equity and, despite the decline in our stockholders' equity, was only slightly higher than 7.7x for fiscal year 2021, due to the combination of asset sales, portfolio runoff and capital markets transactions. As of December 31, 2022, our interest rate hedge ratio was 124% of our funding liabilities and our "at risk" leverage ratio was 7.4x tangible equity. Our liquidity position remained within normal operating levels during the year as a percentage of our stockholders' equity. As of December 31, 2022, our unencumbered cash and Agency RMBS totaled $4.3 billion, or 59% of our tangible stockholders' equity, and unencumbered credit securities totaled $100 million.

While 2022 was a difficult year for investors in all asset classes, the challenging conditions in the fixed income markets peaked in September and October 2022 when monetary policy and macro-economic uncertainty was at its highest point. A positive shift in market sentiment began to take hold in November 2022, which we believe marked the beginning of the recovery of the Agency RMBS market. Although market shifts typically evolve over time and are not linear, we believe that the longer-term outlook for Agency RMBS has improved substantially. Our favorable outlook is based on several positive dynamics. First, we expect Agency RMBS spreads to benchmark interest rates to remain wider than historical standards as the Fed’s outsized ownership of Agency RMBS gradually diminishes. Second, we expect the demand for Agency RMBS to outpace supply, even without Fed asset purchases. Higher interest rates and a slower housing market will likely limit the supply of new mortgages, while lower refinance activity should limit runoff of the Fed’s portfolio. Third, we expect that interest rate volatility will decline as the Fed slows the pace of interest rate hikes and the tightening of monetary conditions reaches an inflection point. Collectively, these factors create a favorable macroeconomic backdrop for Agency RMBS investors and could prove durable over the intermediate to long-term. We believe AGNC is well-positioned with our tangible net book value "at risk" leverage at the lower end of our historical operating range and a conservative hedge profile to take advantage of favorable investment opportunities as they arise.

For information regarding non-GAAP financial measures, including reconciliations to the most comparable GAAP measure please refer to Results of Operations included in this MD&A below. For information regarding the sensitivity of our tangible net book value per common share to changes in interest rates and mortgage spreads, please refer to Item 7A. Quantitative and Qualitative Disclosures about Market Risk in this form 10-K.

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Market Information

The following table summarizes benchmark interest rates and prices of generic fixed rate Agency RMBS as of each date presented below:

Interest Rate/Security Price 1Dec. 31, 2021Mar. 31, 2022June 30, 2022Sept. 30, 2022Dec. 31, 2022Dec. 31, 2022vsDec. 31, 2021
Target Federal Funds Rate:
Target Federal Funds Rate - Upper Band0.25%0.50%1.75%3.25%4.50%+425bps
SOFR:
SOFR Rate0.05%0.29%1.50%2.98%4.30%+425bps
SOFR Interest Rate Swap Rate:
2-Year Swap0.74%2.28%2.99%4.25%4.45%+371bps
5-Year Swap1.12%2.25%2.79%3.85%3.75%+263bps
10-Year Swap1.32%2.13%2.81%3.59%3.56%+224bps
30-Year Swap1.46%1.97%2.66%3.07%3.21%+175bps
U.S. Treasury Security Rate:
2-Year U.S. Treasury0.73%2.34%2.96%4.28%4.43%+370bps
5-Year U.S. Treasury1.26%2.46%3.04%4.09%4.01%+275bps
10-Year U.S. Treasury1.51%2.34%3.02%3.83%3.88%+237bps
30-Year U.S. Treasury1.90%2.45%3.19%3.78%3.97%+207bps
30-Year Fixed Rate Agency Price:
2.0%$99.79$92.84$86.96$80.91$81.69-$18.10
2.5%$102.12$95.45$90.09$83.94$84.96-$17.16
3.0%$103.68$97.86$93.27$86.97$88.02-$15.66
3.5%$105.32$100.21$96.29$89.95$91.10-$14.22
4.0%$106.44$102.10$98.74$92.73$94.03-$12.41
4.5%$107.19$103.73$100.51$95.21$96.59-$10.60
5.0%$109.22$105.13$102.17$97.39$98.80-$10.42
5.5%$111.77$105.72$103.87$99.46$100.47-$11.30
6.0%$109.25$106.56$104.63$101.61$101.69-$7.56
15-Year Fixed Rate Agency Price:
1.5%$100.33$94.81$91.16$85.61$86.84-$13.49
2.0%$102.45$97.11$93.52$88.06$89.28-$13.17
2.5%$103.45$98.83$95.70$90.50$91.80-$11.65
3.0%$104.59$100.70$97.82$92.89$93.85-$10.74
3.5%$105.52$101.97$99.52$94.49$95.93-$9.59
4.0%$105.47$102.50$100.95$96.43$97.75-$7.72

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1.Price information is for generic instruments only and is not reflective of our specific portfolio holdings. Price information is as of 3:00 p.m. (EST) on such date and can vary by source. Prices in the table above were obtained from Barclays. Interest rates were obtained from Bloomberg.

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The following table summarizes mortgage and credit spreads as of each date presented below:

Mortgage Rate/Credit SpreadDec. 31, 2021Mar. 31, 2022June 30, 2022Sept. 30, 2022Dec. 31, 2022Dec. 31, 2022vsDec. 31, 2021
Mortgage Rate: 1
30-Year Agency Current Coupon Yield to 5-Year U.S. Treasury Spread81103134159138+57
30-Year Agency Current Coupon Yield2.07%3.49%4.38%5.68%5.39%+332bps
30-Year Mortgage Rate3.27%4.90%5.83%7.06%6.66%+339bps
Credit Spread (in bps): 2
CRT M2175385544633514+339
CMBS AAA74101131145127+53
CDX IG496710110882+33

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1.30-Year Current Coupon Yield represents yield on new production Agency RMBS. 30-Year Current Coupon Yield and 30-Year Mortgage Rate are sourced from Bloomberg.

2.CRT and CDX spreads sourced from JP Morgan. CMBS spreads are the average of spreads sourced from JP Morgan and Wells Fargo.

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FINANCIAL CONDITION

As of December 31, 2022 and 2021, our investment portfolio totaled $59.5 billion and $82.0 billion, respectively, consisting of: $40.9 billion and $54.4 billion investment securities, at fair value, respectively; $18.6 billion and $27.1 billion net TBA securities, at fair value, respectively; and, as of December 31, 2021, $0.4 billion forward settling non-Agency securities, at fair value. The following table is a summary of our investment securities as of December 31, 2022 and 2021 (dollars in millions):

December 31, 2022December 31, 2021
Investment Securities (Includes TBAs) 2Amortized CostFair ValueAverage Coupon%Amortized CostFair ValueAverage Coupon%
Fixed rate Agency RMBS and TBA securities:
≤ 15-year:
≤ 15-year RMBS$1,718$1,5973.25%3%$2,570$2,6523.27%3%
15-year TBA securities, net 1%%2,0562,0591.71%3%
Total ≤ 15-year1,7181,5973.25%3%4,6264,7112.57%6%
20-year RMBS1,6011,3652.51%2%1,9481,9422.52%2%
30-year:
30-year RMBS39,72736,2073.89%61%47,02847,6953.04%58%
30-year TBA securities, net 118,40718,5744.84%31%25,12825,0812.54%31%
Total 30-year58,13454,7814.20%92%72,15672,7762.87%89%
Total fixed rate Agency RMBS and TBA securities61,45357,7434.13%97%78,73079,4292.84%97%
Adjustable rate Agency RMBS1261223.72%%45472.23%%
CMO Agency RMBS:
CMO1361293.20%%1821883.12%%
Interest-only strips46412.15%%31375.60%%
Principal-only strips3129%%3943%%
Total CMO Agency RMBS2131992.25%%2522684.08%1%
Total Agency RMBS and TBA securities61,79258,0644.12%98%79,02779,7442.85%98%
Non-Agency RMBS 3111904.52%%7637672.85%1%
CMBS6055676.06%1%5055143.60%1%
CRT7797578.48%1%9559743.74%1%
Total investment securities$63,287$59,4784.18%100%$81,250$81,9992.85%100%

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1.TBA securities are presented net of long and short positions. For further details of our TBA securities refer to Note 5 of our Consolidated Financial Statements in this Form 10-K.

2.Table excludes other mortgage credit investments of $25 million as of December 31, 2022 accounted for under the equity method of accounting.

3.December 31, 2021 balance includes $0.4 billion of forward settling non-Agency securities reported in derivative assets/(liabilities) on the accompanying consolidated balance sheets.

TBA and forward settling securities are recorded as derivative instruments in our accompanying consolidated financial statements, and our TBA dollar roll transactions represent a form of off-balance sheet financing. As of December 31, 2022 and 2021, our TBA position and forward settling securities had a net carrying value of $0.2 billion and $(44) million, respectively, reported in derivative assets/(liabilities) on our accompanying consolidated balance sheets. The net carrying value represents the difference between the fair value of the underlying security in the TBA contract or forward purchase agreement and the price to be paid or received for the underlying security.

As of December 31, 2022 and 2021, the weighted average yield on our investment securities (excluding TBA and forward settling securities) was 3.37% and 2.43%, respectively.

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The following tables summarize certain characteristics of our fixed rate Agency RMBS portfolio, inclusive of TBA securities, as of December 31, 2022 and 2021 (dollars in millions):

December 31, 2022
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Weighted Average CouponAmortized Cost BasisWeighted AverageProjected CPR 2
Yield 2Age (Months)
Fixed rate
≤ 15-year:
≤ 2.5%307322281100%2.42%105.2%1.30%368%
3.0% - 4.0%1,3631,3931,31398%3.43%102.2%2.75%5911%
≥ 4.5%33397%4.55%102.4%2.65%14417%
Total ≤ 15-year1,6731,7181,59798%3.25%102.7%2.47%5511%
20-year:
≤ 2.5%1,2131,2571,044—%2.15%103.6%1.60%285%
3.0% - 4.0%24625223586%3.60%102.7%2.91%9010%
≥ 4.5%87928699%4.50%105.1%3.18%7412%
Total 20-year:1,5461,6011,36521%2.51%103.6%1.89%406%
30-year:
≤ 2.5%7,0177,0325,88333%2.25%102.0%1.98%206%
3.0% - 4.0%18,77519,37117,60578%3.66%104.6%2.95%707%
≥ 4.5%31,64931,73131,29330%4.96%102.9%4.31%208%
Total 30-year57,44158,13454,78146%4.20%103.5%3.33%427%
Total fixed rate$60,660$61,453$57,74346%4.13%103.5%3.25%437%

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1.Specified pools include pools backed by lower balance loans with original loan balances of up to $200K, HARP pools (defined as pools that were issued between May 2009 and December 2018 and backed by 100% refinance loans with original LTVs ≥ 80%), and pools backed by loans 100% originated in New York and Puerto Rico. As of December 31, 2022, lower balance specified pools had a weighted average original loan balance of $123,000 and $140,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 128% and 138% for 15-year and 30-year securities, respectively.

2.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2022.

December 31, 2021
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Weighted Average CouponAmortized Cost BasisWeighted AverageProjected CPR 2
Yield 2Age (Months)
Fixed rate
≤ 15-year:
≤ 2.5%$2,410$2,445$2,44416%1.82%105.0%1.18%2513%
3.0% - 4.0%2,1322,1762,26298%3.42%102.0%2.66%5317%
≥ 4.5%55597%4.61%102.8%2.67%13321%
Total ≤ 15-year4,5474,6264,71155%2.57%102.5%2.44%4916%
20-year:
≤ 2.5%1,4721,5221,496—%2.15%103.4%1.44%1511%
3.0% - 4.0%30231032587%3.61%102.5%2.88%7914%
≥ 4.5%110116121100%4.51%104.7%3.13%6316%
Total 20-year:1,8841,9481,94221%2.52%103.3%1.77%2812%
30-year:
≤ 2.5%43,19544,00543,76215%2.32%102.1%1.94%77%
3.0% - 4.0%22,25823,27023,93073%3.58%104.7%2.69%7213%
≥ 4.5%4,6064,8815,08497%4.53%106.0%3.06%5316%
Total 30-year70,05972,15672,77640%2.87%103.5%2.36%3811%
Total fixed rate$76,490$78,730$79,42941%2.84%103.5%2.34%3811%

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1.See Note 1 of preceding table for specified pool composition. As of December 31, 2021, lower balance specified pools had a weighted average original loan balance of $119,000 and $117,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 127% and 138% for 15-year and 30-year securities, respectively.

2.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2021.

For additional details regarding our CRT and non-Agency securities, including credit ratings, as of December 31, 2022 and 2021, please refer to Note 3 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

SUMMARY OF CRITICAL ACCOUNTING ESTIMATES

Our critical accounting estimates involve estimates that require management to make judgments that are subjective in nature. We rely on our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Under different conditions, we could report materially different amounts based on such estimates. For additional information regarding our significant accounting policies please refer to Note 2 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

Interest Income

The effective yield on our Agency RMBS and non-Agency securities of high credit quality is highly impacted by our estimate of future prepayments. We accrue interest income based on the outstanding principal amount and contractual terms of these securities, and we amortize or accrete premiums and discounts associated with our purchase of these securities into interest income over their projected lives, incorporating scheduled contractual payments and estimated prepayments, using the effective interest method. The weighted average cost basis of our securities as of December 31, 2022 was 103.4% of par value; therefore, changes in our actual or projected prepayments can significantly alter the effective yield on our assets.

Future prepayment rates are difficult to predict, and we rely on a third-party service provider and our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Our third-party service provider estimates prepayment rates over the remaining life of our securities using models that incorporate the forward yield curve, current mortgage rates, mortgage rates on the outstanding loans, age and size of the outstanding loans, loan-to-value ratios, interest rate volatility and other factors. We review the estimated prepayment rates for reasonableness, giving consideration to historical prepayment rates, current market conditions and other factors we believe are likely to impact the rate of prepayments on our portfolio, and based on our judgment we may adjust the third-party estimates.

We review our actual and anticipated prepayment experience on at least a quarterly basis, and effective yields are recalculated when differences arise between (i) our previous prepayment estimates and (ii) actual prepayments to date and current estimates of future prepayments. If the actual and estimated future prepayment experience differs from our prior estimate of prepayments, we are required to record an adjustment in the current period to the amortization or accretion of premiums and discounts for the cumulative difference in the effective yield from inception through the reporting date. We commonly refer to this adjustment as "catch-up" premium amortization cost/benefit.

The most significant factor impacting prepayment rates on our securities is changes to long-term interest rates. Prepayment rates generally increase when interest rates fall and decrease when interest rates rise. Item 7A. Quantitative and Qualitative Disclosures About Market Risk in this Form 10-K includes the estimated change in the weighted average projected CPR of our investments and in the corresponding weighted average yield on our investments should interest rates instantaneously go up or down by 25, 50, and 75 basis points. However, there are a variety of other factors that may impact the rate of prepayments on our securities. Consequently, our actual experience and future estimates of prepayments could differ materially from our estimates.

At the time we purchase CRT and non-Agency securities that are not of high credit quality, we determine an effective interest rate based on our estimate of the timing and amount of cash flows and our cost basis. On at least a quarterly basis, we review the estimated cash flows and make appropriate adjustments based on input and analysis received from external sources, internal models, our judgment about interest rates, prepayment rates, including collateral call provisions, timing and amount of estimated credit losses, and other factors. Any resulting changes in effective yield are recognized prospectively based on the current amortized cost of the investment as adjusted for credit impairment, if any.

RESULTS OF OPERATIONS

Non-GAAP Financial Measures

In addition to the results presented in accordance with GAAP, our results of operations discussed below include certain non-GAAP financial information, including "economic interest income," "economic interest expense," "net spread and dollar roll income" and "net spread and dollar roll income, excluding 'catch-up' premium amortization, available to common

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stockholders," "estimated taxable income (loss)" and the related per common share measures and certain financial metrics derived from such non-GAAP information.

"Economic interest income" is measured as interest income (GAAP measure), adjusted to (i) exclude retrospective "catch-up" adjustments to premium amortization cost associated with changes in projected CPR estimates and (ii) include TBA dollar roll implied interest income. "Economic interest expense" is measured as interest expense (GAAP measure) adjusted to include TBA dollar roll implied interest expense/benefit and interest rate swap periodic cost/income. "Net spread and dollar roll income, excluding 'catch-up' premium amortization, available to common stockholders" is measured as comprehensive income (loss) available (attributable) to common stockholders (GAAP measure) adjusted to: (i) exclude gains/losses on investment securities recognized through net income and other comprehensive income and gains/losses on derivative instruments and other securities (GAAP measures) and (ii) include interest rate swap periodic income/cost, TBA dollar roll income and other miscellaneous interest income/expense. As defined "Net spread and dollar roll income, excluding 'catch-up' premium amortization, available to common stockholders" includes (i) the components of "economic interest income" and "economic interest expense", plus (ii) other miscellaneous interest income/expense, and less (iii) total operating expenses and dividends on preferred stock (GAAP measures).

By providing such measures, in addition to the related GAAP measures, we believe we give greater transparency into the information used by our management in its financial and operational decision-making. We also believe it is important for users of our financial information to consider information related to our current financial performance without the effects of certain measures and one-time events that are not necessarily indicative of our current investment portfolio performance and operations.

Specifically, in the case "net spread and dollar roll income, excluding 'catch-up' premium amortization, available to common stockholders" and components of such measure, "economic interest income" and "economic interest expense," we believe the inclusion of TBA dollar roll income is meaningful as TBAs, which are accounted for under GAAP as derivative instruments with gains and losses recognized in other gain (loss) in our consolidated statement of comprehensive income, are economically equivalent to holding and financing generic Agency RMBS using short-term repurchase agreements. Similarly, we believe that the inclusion of periodic interest rate swap settlements is meaningful as interest rate swaps are the primary instrument we use to economically hedge against fluctuations in our borrowing costs and it is more indicative of our total cost of funds than interest expense alone. Additionally, we believe the exclusion of "catch-up" premium amortization adjustments is meaningful as it excludes the cumulative effect from prior reporting periods due to current changes in future prepayment expectations and, therefore, exclusion of such adjustments is more indicative of the current earnings potential of our investment portfolio. In the case of "estimated taxable income (loss)", we believe it is meaningful information because it directly relates to the amount of dividends that we are required to distribute to maintain our REIT qualification status.

However, because such measures are incomplete measures of our financial performance and involve differences from results computed in accordance with GAAP, they should be considered as supplementary to, and not as a substitute for, results computed in accordance with GAAP. In addition, because not all companies use identical calculations, our presentation of such non-GAAP measures may not be comparable to other similarly titled measures of other companies. Furthermore, estimated taxable income can include certain information that is subject to potential adjustments up to the time of filing our income tax returns, which occurs after the end of our fiscal year.

Selected Financial Data

The following selected financial data is derived from our annual financial statements for the three years ended December 31, 2022. The selected financial data should be read in conjunction with the more detailed information contained in Item 8. Financial Statements and in this Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (in millions, except per share amounts):

December 31,
Balance Sheet Data202220212020
Investment securities, at fair value of $40,904, $54,421, $66,414, respectively, and other mortgage credit investments$40,929$54,421$66,414
Total assets$51,748$68,149$81,817
Repurchase agreements and other debt$36,357$47,507$52,543
Total liabilities$43,878$57,858$70,738
Total stockholders' equity$7,870$10,291$11,079
Net book value per common share 1$10.76$16.76$17.68
Tangible net book value per common share 2$9.84$15.75$16.71

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Fiscal Year
Statement of Comprehensive Income Data202220212020
Interest income$1,590$1,361$1,519
Interest expense62575674
Net interest income9651,286845
Other gain (loss), net(2,081)(449)(1,018)
Operating expenses748893
Net income (loss)(1,190)749(266)
Dividends on preferred stock10510096
Net income (loss) available (attributable) to common stockholders$(1,295)$649$(362)
Net income (loss)$(1,190)$749$(266)
Other comprehensive income (loss), net(973)(418)622
Comprehensive income (loss)(2,163)331356
Dividends on preferred stock10510096
Comprehensive income (loss) available (attributable) to common stockholders$(2,268)$231$260
Weighted average number of common shares outstanding - basic537.0528.1551.6
Weighted average number of common shares outstanding - diluted537.0530.0551.6
Net income (loss) per common share - basic$(2.41)$1.23$(0.66)
Net income (loss) per common share - diluted$(2.41)$1.22$(0.66)
Comprehensive income (loss) per common share - basic$(4.22)$0.44$0.47
Comprehensive income (loss) per common share - diluted$(4.22)$0.44$0.47
Dividends declared per common share$1.44$1.44$1.56
Fiscal Year
Other Data (Unaudited) *202220212020
Average investment securities - at par$47,761$53,057$70,077
Average investment securities - at cost$49,195$54,869$72,543
Net TBA portfolio - at par (as of period end) 9$19,050$27,123$30,364
Net TBA portfolio - at cost (as of period end) 9$18,407$27,622$31,204
Net TBA portfolio - at market value (as of period end) 9$18,574$27,578$31,479
Net TBA portfolio - at carrying value (as of period end) 3,9$167$(44)$275
Average net TBA dollar roll position - at cost$20,631$29,851$21,224
Average total assets - at fair value$61,028$72,908$88,403
Average repurchase agreements and other debt outstanding 4$41,363$49,923$69,370
Average stockholders' equity 5$8,475$10,885$10,684
Average tangible net book value "at risk" leverage 67.8:17.7:18.9:1
Tangible net book value "at risk" leverage (as of period end) 77.4:17.7:18.5:1
Economic return on tangible common equity 8(28.4)%2.9%3.5%
Expenses % of average total assets0.12%0.12%0.11%
Expenses % of average assets, including average net TBA position0.09%0.09%0.08%
Expenses % of average stockholders' equity0.87%0.81%0.87%

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* Except as noted below, average numbers for each period are weighted based on days on our books and records.

1.Net book value per common share is calculated as total stockholders' equity, less preferred stock liquidation preference, divided by number of common shares outstanding as of period end.

2.Tangible net book value per common share excludes goodwill.

3.The carrying value of our net TBA position represents the difference between the market value and the cost basis of the TBA contract as of period-end and is reported in derivative assets/(liabilities), at fair value on our accompanying consolidated balances sheets.

4.Amount excludes U.S. Treasury repurchase agreements and TBA contracts. Other debt includes debt of consolidated VIEs.

5.Average stockholders' equity calculated as average month-ended stockholders' equity during the period.

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6.Average tangible net book value "at risk" leverage is calculated by dividing the sum of daily weighted average repurchase agreements used to fund our investment securities, other debt, and TBA and forward settling securities (at cost) (collectively "mortgage borrowings") outstanding for the period by the sum of average stockholders' equity adjusted to exclude goodwill for the period. Leverage excludes U.S. Treasury repurchase agreements.

7.Tangible net book value "at risk" leverage as of period end is calculated by dividing the sum of mortgage borrowings outstanding and receivable/payable for unsettled investment securities as of period end by the sum of total stockholders' equity adjusted to exclude goodwill as of period end. Leverage excludes U.S. Treasury repurchase agreements.

8.Economic return on tangible common equity represents the sum of the change in tangible net book value per common share and dividends declared per share of common stock during the period over beginning tangible net book value per common share.

9.Includes net TBA dollar roll position and, if applicable, forward settling securities.

Economic Interest Income and Asset Yields

The following table summarizes our economic interest income (a non-GAAP measure) for fiscal years 2022, 2021 and 2020, which includes the combination of interest income (a GAAP measure) on our holdings reported as investment securities on our consolidated balance sheets, adjusted to exclude estimated "catch-up" premium amortization adjustments for the cumulative effect from prior reporting periods due to changes in our CPR forecast, and implied interest income on our TBA securities (dollars in millions):

Fiscal Year
202220212020
AmountYieldAmountYieldAmountYield
Interest income:
Cash/coupon interest income$1,6033.36%$1,7303.26%$2,6013.71%
Net premium amortization benefit (cost)(13)(0.13)%(369)(0.78)%(1,082)(1.62)%
Interest income (GAAP measure)1,5903.23%1,3612.48%1,5192.09%
Estimated "catch-up" premium amortization cost (benefit) due to change in CPR forecast(238)(0.48)%(96)(0.17)%4570.63%
Interest income, excluding "catch-up" premium amortization1,3522.75%1,2652.31%1,9762.72%
TBA dollar roll income - implied interest income 1,27463.60%5281.77%3651.73%
Economic interest income, excluding "catch-up" amortization (non-GAAP measure) 3$2,0983.00%$1,7932.12%$2,3412.50%
Weighted average actual portfolio CPR for investment securities held during the period11.1%23.1%19.9%
Weighted average projected CPR for the remaining life of investment securities held as of period end7.4%10.9%17.6%
30-year fixed rate mortgage rate as of period end 46.66%3.27%2.87%
10-year U.S. Treasury rate as of period end 43.88%1.51%0.92%

________________________________

1.Reported in gain (loss) on derivatives instruments and other securities, net in the accompanying consolidated statements of operations.

2.Implied interest income from TBA dollar roll transactions is computed as the sum of (i) TBA dollar roll income and (ii) estimated TBA implied funding cost (see Economic Interest Expense and Aggregate Cost of Funds below). TBA dollar roll income represents the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and is the economic equivalent to interest income on the underlying Agency securities, less an implied funding cost, over the forward settlement period. Amount is net of TBAs used for hedging purposes. Amount excludes TBA mark-to-market adjustments.

3.The combined asset yield is calculated on a weighted average basis based on our average investment and TBA balances outstanding during the period and their respective yields.

4.Source: Bloomberg

The principal elements impacting our economic interest income are the average size of our investment portfolio and the average yield on our securities. The following table includes a summary of the estimated impact of each of these elements on our economic interest income for fiscal years 2022 and 2021 compared to the prior year period (in millions):

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Impact of Changes in the Principal Elements Impacting Economic Interest Income
Due to Change in Average
Fiscal Year 2022 vs 2021Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$229$(141)$370
Estimated "catch-up" premium amortization due to change in CPR forecast(142)(142)
Interest income, excluding "catch-up" premium amortization87(141)228
TBA dollar roll income - implied interest income218(163)381
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$305$(304)$609
Due to Change in Average
Fiscal Year 2021 vs 2020Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$(158)$(370)$212
Estimated "catch-up" premium amortization due to change in CPR forecast(553)(553)
Interest income, excluding "catch-up" premium amortization(711)(370)(341)
TBA dollar roll income - implied interest income16314815
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$(548)$(222)$(326)

Our average investment portfolio, inclusive of TBAs (at cost), decreased 18% and 10% for fiscal years 2022 and 2021, respectively, primarily due to declines in stockholders' equity. The average yield on our investment portfolio, including TBA implied asset yields and excluding "catch-up" premium amortization, increased 88 basis points for fiscal year 2022. The increase was due to the combination of a higher average coupon on our portfolio as a result of portfolio repositioning up in coupon during the year and slower CPR projections due to higher interest rates. For fiscal year 2021, our average yield decreased 38 basis points due to a lower average coupon and faster CPR projections.

Leverage

Our primary measure of leverage is our tangible net book value "at risk" leverage ratio, which is measured as the sum of our repurchase agreements and other debt used to fund our investment securities and net TBA and forward settling securities position (at cost) (together referred to as "mortgage borrowings") and our net receivable/payable for unsettled investment securities, divided by our total stockholders' equity adjusted to exclude goodwill.

We include our net TBA position in our measure of leverage because a forward contract to acquire Agency RMBS in the TBA market carries similar risks to Agency RMBS purchased in the cash market and funded with on-balance sheet liabilities. Similarly, a TBA contract for the forward sale of Agency securities has substantially the same effect as selling the underlying Agency RMBS and reducing our on-balance sheet funding commitments. (Refer to Liquidity and Capital Resources for further discussion of TBA securities and dollar roll transactions). Repurchase agreements used to fund short-term investments in U.S. Treasury securities ("U.S. Treasury repo") are excluded from our measure of leverage due to the temporary and highly liquid nature of these investments. The following table presents a summary of our leverage ratios for the periods listed (dollars in millions):

Repurchase Agreementsand Other Debt 1Net TBA Position Long/(Short) 2Average Tangible Net Book Value "At Risk" Leverage during the Period 3Tangible Net Book Value "At Risk" Leverageas ofPeriod End 4
Quarter EndedAverage Daily AmountMaximum Daily AmountEnding AmountAverage Daily AmountEnding Amount
December 31, 2022$35,486$39,399$36,002$18,988$18,4077.8:17.4:1
September 30, 2022$40,530$41,834$39,169$20,331$19,1168.1:18.7:1
June 30, 2022$42,997$44,243$41,406$19,653$16,0017.8:17.4:1
March 31, 2022$46,570$47,940$44,150$23,605$20,1527.8:17.5:1
December 31, 2021$46,999$48,524$47,037$29,014$27,6227.6:17.7:1
September 30, 2021$45,847$49,021$45,723$30,312$28,9127.5:17.5:1
June 30, 2021$52,374$60,186$48,488$28,082$27,6117.6:17.9:1
March 31, 2021$54,602$57,153$55,221$32,022$25,3558.0:17.7:1
December 31, 2020$53,645$55,249$52,543$33,753$31,2048.4:18.5:1
September 30, 2020$61,008$69,628$54,558$27,785$29,4608.9:18.8:1
June 30, 2020$69,552$72,399$69,370$15,662$20,4138.8:19.2:1
March 31, 2020$93,538$104,773$63,241$7,487$20,6489.9:19.4:1

________________________________

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1.Other debt includes debt of consolidated VIEs. Amounts exclude U.S. Treasury repo agreements.

2.Daily average and ending net TBA position outstanding measured at cost. Includes forward settling non-Agency securities.

3.Average tangible net book value "at risk" leverage during the period represents the sum of our daily weighted average repurchase agreements and other debt used to fund acquisitions of investment securities and net TBA and forward settling securities position outstanding, divided by the sum of our average month-ended stockholders' equity, adjusted to exclude goodwill.

4.Tangible net book value "at risk" leverage as of period end represents the sum of our repurchase agreements and other debt used to fund acquisitions of investments securities, net TBA and forward settling securities position (at cost), and net receivable/payable for unsettled investment securities outstanding as of period end, divided by total stockholders' equity, adjusted to exclude goodwill as of period end.

Economic Interest Expense and Aggregate Cost of Funds

The following table summarizes our economic interest expense and aggregate cost of funds (non-GAAP measures) for fiscal years 2022, 2021 and 2020 (dollars in millions), which includes the combination of interest expense on Agency repurchase agreements and other debt (GAAP measure), implied financing cost (benefit) of our TBA securities and interest rate swap periodic cost (benefit):

Fiscal Year
202220212020
Economic Interest Expense and Aggregate Cost of Funds 1AmountCost of FundsAmountCost of FundsAmountCost of Funds
Repurchase agreement and other debt - interest expense (GAAP measure)$6251.49%$750.15%$6740.96%
TBA dollar roll income - implied interest expense (benefit) 2,32281.08%(128)(0.42)%(60)(0.27)%
Economic interest expense - before interest rate swap periodic cost (income), net 48531.35%(53)(0.06)%6140.67%
Interest rate swap periodic cost (income), net 2,5(598)(0.95)%600.07%480.05%
Total economic interest expense (non-GAAP measure)$2550.40%$70.01%$6620.72%

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1.Amounts exclude interest rate swap termination fees and variation margin settlements paid or received, forward starting swaps and the impact of other supplemental hedges, such as swaptions and U.S. Treasury positions.

2.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

3.The implied funding cost (benefit) of TBA dollar roll transactions is determined using the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and market based assumptions regarding the "cheapest-to-deliver" collateral that can be delivered to satisfy the TBA contract, such as the anticipated collateral’s weighted average coupon, weighted average maturity and projected 1-month CPR. The average implied funding cost (benefit) for all TBA transactions is weighted based on our daily average TBA balance outstanding for the period.

4.The combined cost of funds for total mortgage borrowings outstanding, before interest rate swap costs, is calculated on a weighted average basis based on average repo, other debt and TBA balances outstanding during the period and their respective cost of funds.

5.Interest rate swap periodic income/cost is measured as a percent of average mortgage borrowings outstanding for the period.

The principal elements impacting our economic interest expense are (i) the size of our average mortgage borrowings and interest rate swap portfolio outstanding during the period, (ii) the average interest rate on our mortgage borrowings and (iii) the average net interest rate paid/received on our interest rate swaps. The following table includes a summary of the estimated impact of these elements on our economic interest expense for fiscal years 2022 and 2021 compared to the prior year period (in millions):

Impact of Changes in the Principal Elements of Economic Interest Expense
Due to Change in Average
Fiscal Year 2022 vs 2021Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Repurchase agreements and other debt interest expense$550$(13)$563
TBA dollar roll income - implied interest benefit/expense35640316
Interest rate swap periodic income/cost(658)1(659)
Total change in economic interest benefit/expense$248$28$220
Due to Change in Average
Fiscal Year 2021 vs 2020Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Repurchase agreements and other debt interest expense$(599)$(189)$(410)
TBA dollar roll income - implied interest benefit/expense(68)(24)(44)
Interest rate swap periodic income/cost12(1)13
Total change in economic interest benefit/expense$(655)$(214)$(441)

Our average mortgage borrowings, inclusive of TBAs, decreased 22% and 12% for fiscal years 2022 and 2021, respectively, due to a decline in our asset base. The average interest rate on our mortgage borrowings increased 141 basis points

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and decreased 73 basis points during fiscal years 2022 and 2021, respectively, primarily as a function of changes in short-term interest rates.

The decrease in our interest rate swap periodic cost for fiscal year 2022 was primarily due to higher receive rates on our pay-fixed swaps. The modest increase in our interest rate swap periodic cost for fiscal year 2021 was due to lower receive rates, which was partly offset by a decline in our average pay rate. The following is a summary of our average interest rate swaps outstanding and the related average swap pay and receive rates for fiscal years 2022, 2021 and 2020 (dollars in millions). Amounts exclude forward starting swaps not yet in effect.

Fiscal Year
Average Ratio of Interest Rate Swaps (Excluding Forward Starting Swaps) to Mortgage Borrowings Outstanding202220212020
Average Agency repo and other debt outstanding$41,363$49,923$69,370
Average net TBA dollar roll position outstanding - at cost$20,631$29,851$21,224
Average mortgage borrowings outstanding$61,994$79,774$90,594
Average notional amount of interest rate swaps outstanding (excluding forward starting swaps)$49,334$48,634$49,978
Ratio of average interest rate swaps to mortgage borrowings outstanding80%61%55%
Average interest rate swap pay-fixed rate (excluding forward starting swaps)0.25%0.17%0.66%
Average interest rate swap receive-floating rate(1.46)%(0.05)%(0.56)%
Average interest rate swap net pay/(receive) rate(1.21)%0.12%0.10%

For fiscal years 2022, 2021 and 2020, we had an average forward starting swap balance of $48 million, $149 million and $784 million, respectively. Forward starting interest rate swaps do not impact our economic interest expense and aggregate cost of funds until they commence accruing net interest settlements on their forward start dates.

Net Interest Spread

The following table presents a summary of our net interest spread (including the impact of TBA dollar roll income, interest rate swaps and excluding "catch-up" premium amortization) for fiscal years 2022, 2021 and 2020:

Fiscal Year
Investment and TBA Securities - Net Interest Spread202220212020
Average asset yield, excluding "catch-up" premium amortization3.00%2.12%2.50%
Average aggregate cost of funds(0.40)%(0.01)%(0.72)%
Average net interest spread, excluding "catch-up" premium amortization2.60%2.11%1.78%

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Net Spread and Dollar Roll Income

The following table presents a reconciliation of net spread and dollar roll income, excluding "catch-up" premium amortization, available to common stockholders (non-GAAP measure) from comprehensive income (loss) available (attributable) to common stockholders (the most comparable GAAP financial measure) for fiscal years 2022, 2021 and 2020 (dollars in millions):

Fiscal Year
202220212020
Comprehensive income (loss) available (attributable) to common stockholders$(2,268)$231$260
Adjustments to exclude realized and unrealized (gains) losses reported through net income:
Realized (gain) loss on sale of investment securities, net2,91657(1,126)
Unrealized (gain) loss on investment securities measured at fair value through net income, net3,7951,502(319)
(Gain) loss on derivative instruments and other securities, net(4,630)(1,110)2,463
Adjustment to exclude unrealized (gain) loss reported through other comprehensive income
Unrealized (gain) loss on available-for-sale securities measure at fair value through other comprehensive income, net973418(622)
Other adjustments
TBA dollar roll income, net 1518656425
Interest rate swap periodic (cost) income, net 1598(60)(48)
Other interest income, net 112
Net spread and dollar roll income available to common stockholders (non-GAAP measure)1,9141,6941,036
Estimated "catch-up" premium amortization cost (benefit) due to change in CPR forecast 2(238)(96)457
Net spread and dollar roll income, excluding "catch-up" premium amortization, available to common stockholders (non-GAAP measure)$1,676$1,598$1,493
Weighted average number of common shares outstanding - basic537.0528.1551.6
Weighted average number of common shares outstanding - diluted538.1530.0552.7
Net spread and dollar roll income per common share - basic$3.56$3.21$1.88
Net spread and dollar roll income per common share - diluted$3.56$3.20$1.87
Net spread and dollar roll income, excluding "catch-up" premium amortization, per common share - basic$3.12$3.03$2.71
Net spread and dollar roll income, excluding "catch-up" premium amortization, per common share - diluted$3.11$3.02$2.70

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1.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

2.Reported in interest income in our consolidated statements of comprehensive income.

Gain (Loss) on Investment Securities, Net

The following table is a summary of our net gain (loss) on investment securities for fiscal years 2022, 2021 and 2020 (in millions):

Fiscal Year
Gain (Loss) on Investment Securities, Net 1202220212020
Gain (loss) on sale of investment securities, net$(2,916)$(57)$1,126
Unrealized loss on investment securities measured at fair value through net income, net 2(3,795)(1,502)319
Unrealized loss on investment securities measured at fair value through other comprehensive income, net(973)(418)622
Total loss on investment securities, net$(7,684)$(1,977)$2,067

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1.Amounts exclude gain (loss) on TBA securities, which are reported in gain (loss) on derivative instruments and other securities, net in our Consolidated Statements of Comprehensive Income.

2.Investment securities acquired after fiscal year 2016 are measured at fair value through net income (see Note 2 of our Consolidated Financial Statements in this Form 10-K).

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Gain (Loss) on Derivative Instruments and Other Securities, Net

The following table is a summary of our gain (loss) on derivative instruments and other securities, net for fiscal years 2022, 2021 and 2020 (in millions):

Fiscal Year
202220212020
TBA securities, dollar roll income$518$656$425
TBA securities, mark-to-market loss(3,378)(1,208)1,072
Forward settling non-Agency securities, mark-to-market gain/(loss)5
Interest rate swaps, periodic cost598(60)(48)
Interest rate swaps, mark-to-market gain3,8021,177(2,718)
Credit default swaps - CDX IG - buy protection21
Payer swaptions85723(156)
U.S. Treasury securities - short position1,482444(905)
U.S. Treasury securities - long position(32)(25)102
U.S. Treasury futures contracts - short position81142(106)
Other(49)56(129)
Total gain (loss) on derivative instruments and other securities, net$4,630$1,110$(2,463)

For further details regarding our use of derivative instruments and related activity refer to Notes 2 and 5 of our Consolidated Financial Statements in this Form 10-K.

Estimated Taxable Income (Loss)

For fiscal years 2022, 2021 and 2020, we had estimated taxable income (loss) attributed to common stockholders of $353 million, $(488) million and $745 million, respectively, or $0.66, $(0.92) and $1.35 per diluted common share, respectively. Taxable income for fiscal year 2022 excludes $4.3 billion of capital losses. Capital losses can be carried forward for up to five years and applied against future capital gains. We did not incur an income tax liability for fiscal years 2021 and 2020. As of December 31, 2022, we had distributed all of our estimated taxable income for fiscal year 2022. Accordingly, we do not expect to incur an income tax liability on our 2022 taxable income.

Income determined under GAAP differs from income determined under U.S. federal income tax rules because of both temporary and permanent differences in income and expense recognition. The primary differences are (i) unrealized gains and losses on investment securities and derivative instruments marked-to-market in current income for GAAP purposes, but excluded from taxable income until realized, settled or amortized over the instrument's remaining term, (ii) timing differences, both temporary and potentially permanent, in the recognition of certain realized gains and losses and (iii) temporary differences related to the amortization of premiums and discounts on investments. Furthermore, our estimated taxable income is subject to potential adjustments up to the time of filing our appropriate tax returns, which occurs after the end of our fiscal year. The

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following is a reconciliation of our GAAP net income to our estimated taxable income (loss) for fiscal years 2022, 2021 and 2020 (dollars in millions, except per share amounts):

Fiscal Year
202220212020
Net income (loss)$(1,190)$749$(266)
Book to tax differences:
Premium amortization, net(249)(300)292
Realized gain/loss, net(5,143)(2,363)1,535
Capital loss/(utilization of capital loss carryforward)4,328(394)
Unrealized loss, net2,7341,428(321)
Other(22)(2)(5)
Total book to tax differences1,648(1,237)1,107
REIT taxable income (loss)458(488)841
REIT taxable income attributed to preferred stock10596
REIT taxable income (loss) attributed to common stock$353$(488)$745
Weighted average common shares outstanding - basic537.0528.1551.6
Weighted average common shares outstanding - diluted538.1528.1552.7
REIT taxable income (loss) per common share - basic$0.66$(0.92)$1.35
REIT taxable income (loss) per common share - diluted$0.66$(0.92)$1.35
Beginning capital loss carryforward$$$394
Increase (decrease) in capital loss carryforward4,328(394)
Ending capital loss carryforward$4,328$$
Ending capital loss carryforward per common share$7.53$$

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LIQUIDITY AND CAPITAL RESOURCES

Our business is dependent on our ability to maintain adequate levels of liquidity and capital resources to fund day-to-day operations, fulfill collateral requirements under our funding and derivative agreements, and to satisfy our dividend distribution requirement of at least 90% of our taxable income to maintain our qualification as a REIT. Our primary sources of liquidity are unencumbered cash and securities, borrowings available under repurchase agreements, TBA dollar roll financing and monthly receipts of principal and interest payments. We may also conduct asset sales, change our asset or funding mix, issue equity or undertake other capital enhancing actions to maintain adequate levels of liquidity and capital resources. There are various risks and uncertainties that can impact our liquidity, such as those described in Item 1A. Risk Factors and Item 7A. Quantitative and Qualitative Disclosures of Market Risks in this Form 10-K. In assessing our liquidity, we consider a number of factors, including our current leverage, collateral levels, access to capital markets, overall market conditions, and the sensitivity of our tangible net book value over a range of scenarios. We believe that we have sufficient liquidity and capital resources available to meet our obligations and execute our business strategy.

Leverage and Financing Sources

Our leverage will vary depending on market conditions and our assessment of relative risks and returns, but we generally expect our leverage to be between six and twelve times the amount of our tangible stockholders' equity, measured as the sum of our total mortgage borrowings and net payable / (receivable) for unsettled investment securities, divided by the sum of our total stockholders' equity adjusted to exclude goodwill. Our tangible net book value "at risk" leverage ratio was 7.4x and 7.7x as of December 31, 2022 and 2021, respectively. The following table includes a summary of our mortgage borrowings outstanding as of December 31, 2022 and 2021 (dollars in millions). For additional details of our mortgage borrowings refer to Notes 2, 4 and 5 to our Consolidated Financial Statements in this Form 10-K.

December 31, 2022December 31, 2021
Mortgage BorrowingsAmount%Amount%
Repurchase agreements 1,2$35,90766%$46,91163%
Debt of consolidated variable interest entities, at fair value95%126%
Total debt36,00266%47,03763%
TBA and forward settling non-Agency securities, at cost18,40734%27,62237%
Total mortgage borrowings$54,409100%$74,659100%

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1.As of December 31, 2022 and 2021, 48% and 42%, respectively, of our repurchase agreements were funded through the Fixed Income Clearing Corporation's GCF Repo service.

2.Amounts exclude U.S. Treasury repurchase agreements.

Our primary financing sources are collateralized borrowings structured as repurchase agreements. We enter into repurchase agreements, or "repo," through bi-lateral arrangements with financial institutions and independent dealers. We also enter into third-party repurchase agreements through our wholly-owned registered broker-dealer subsidiary, Bethesda Securities, LLC, such as tri-party repo offered through the FICC's GCF Repo service. We manage our repurchase agreement funding position through a variety of methods, including diversification of counterparties, maintaining a staggered maturity profile and utilization of interest rate hedging strategies. We also use TBA dollar roll transactions as a means of synthetically financing Agency RMBS.

The terms and conditions of our repurchase agreements are determined on a transaction-by-transaction basis when each such borrowing is initiated or renewed and, in the case of GCF Repo, by the variable margin requirements calculated by the FICC, which acts as the central counterparty. The amount borrowed is generally equal to the fair value of the securities pledged, as determined by the lending counterparty, less an agreed-upon discount, referred to as a "haircut," which reflects the underlying risk of the specific collateral and protects the counterparty against a change in its value. Interest rates are generally fixed based on prevailing rates corresponding to the term of the borrowing. None of our repo counterparties are obligated to renew or otherwise enter into new borrowings at the conclusion of our existing borrowings.

The use of TBA dollar roll transactions increases our funding diversification, expands our available pool of assets, and increases our overall liquidity position, as TBA contracts typically have lower implied haircuts relative to Agency RMBS pools funded with repo financing. TBA dollar roll transactions may also have a lower implied cost of funds than comparable repo funded transactions (referred to as "dollar roll specialness") offering incremental return potential. However, if it were to become uneconomical to roll our TBA contracts into future months it may be necessary to take physical delivery of the underlying securities and fund those assets with cash or other financing sources, which could reduce our liquidity position.

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Collateral Requirements and Unencumbered Assets

Amounts available to be borrowed under our repurchase agreements are dependent upon prevailing interest rates, the lender’s "haircut" requirements and collateral value. Each of these elements may fluctuate with changes in interest rates, credit quality and liquidity conditions within the financial markets. To help manage the adverse impact of interest rate changes on our borrowings, we utilize an interest rate risk management strategy involving the use of derivative financial instruments. In particular, we attempt to mitigate the risk of the cost of our short-term funding liabilities increasing at a faster rate than the earnings of our long-term fixed rate assets during a period of rising interest rates.

The collateral requirements, or haircut levels, under our repo agreements are typically determined on an individual transaction basis or by the prevailing requirements established by the FICC for GCF tri-party repo. Consequently, haircut levels and minimum margin requirements can change over time and may increase during periods of elevated market volatility. If the fair value of our collateral declines, our counterparties will typically require that we post additional collateral to re-establish the agreed-upon collateral levels, referred to as "margin calls." Similarly, if the estimated fair value of our investment securities increases, we may request that counterparties release collateral back to us. Our counterparties typically have the sole discretion to determine the value of pledged collateral but are required to act in good faith in making determinations of value. Our agreements generally provide that in the event of a margin call, collateral must be posted on the same business day, subject to notice requirements. As of December 31, 2022, we had met all our margin requirements.

The value of Agency RMBS collateral is impacted by market factors and is reduced by monthly principal pay-downs on the underlying mortgage pools. Fannie Mae and Freddie Mac publish monthly security pay-down factors for their mortgage pools on the fifth day after month-end, but do not remit payment to security holders until generally the 25th day after month-end. Bi-lateral repo counterparties assess margin to account for the reduction in value of Agency collateral when factors are released. The FICC assesses margin on the last day of each month, prior to the factor release date, based on its internally projected pay-down rates (referred to as the "blackout period exposure adjustment" or "blackout margin"). On the factor release date, the blackout margin is released and collateralization requirements are adjusted to actual factor data. Due to the timing difference between associated margin calls and our receipt of principal pay-downs, our liquidity is temporarily reduced each month for principal repayments. We attempt to manage the liquidity risk associated with principal pay-downs by monitoring conditions impacting prepayment rates and through asset selection. As of December 31, 2022, approximately 31% our investment portfolio consisted of TBA securities, which are not subject to monthly principal pay-downs. The remainder of our portfolio, primarily consisted of Agency RMBS, which had an average one-year CPR forecast of 5%.

Collateral requirements under our derivative agreements are subject to our counterparties' assessment of their maximum risk of loss associated with the derivative instrument, referred to as the initial or minimum margin requirement, and may be adjusted based on changes in market volatility and other factors. We are also subject to daily variation margin requirements based on changes in the value of the derivative instrument and/or collateral pledged. Daily variation margin requirements also entitle us to receive collateral if the value of amounts owed to us under the derivative agreement exceeds the minimum margin requirement. The collateral requirements under our TBA contracts are governed by the Mortgage-Backed Securities Division ("MBSD") of the FICC. Collateral levels for interest rate derivative agreements are typically governed by the central clearing exchange and the associated futures commission merchants ("FCMs"), which may establish margin levels in excess of the clearing exchange. Collateral levels for interest rate derivative agreements not subject to central clearing are established by the counterparty financial institution.

Haircut levels and minimum margin requirements imposed by our counterparties reduce the amount of our unencumbered assets and limit the amount we can borrow against our investment securities. During the fiscal year 2022, haircuts on our repo funding arrangements remained stable. As of December 31, 2022, the weighted average haircut on our repurchase agreements was approximately 3.7% of the value of our collateral, compared to 3.8% as of December 31, 2021.

To mitigate the risk of margins calls, we seek to maintain excess liquidity by holding unencumbered liquid assets that can be used to satisfy collateral requirements, collateralize additional borrowings or sold for cash. As of December 31, 2022, our unencumbered assets totaled approximately $4.4 billion, or 60% of tangible equity, consisting of $4.3 billion of unencumbered cash and Agency RMBS and $0.1 billion of unencumbered credit assets. This compares to $6.5 billion of unencumbered assets, or 67% of tangible equity, as of December 31, 2021, consisting of $5.8 billion of unencumbered cash and Agency RMBS and $0.7 billion of unencumbered credit assets.

Counterparty Risk

Collateral requirements imposed by counterparties subject us to the risk that the counterparty does not return pledged assets to us as and when required. We attempt to manage this risk by monitoring our collateral positions and limiting our counterparties to registered clearinghouses and major financial institutions with acceptable credit ratings. We also diversify our funding across multiple counterparties and by region.

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As of December 31, 2022, our maximum amount at risk (or the excess/shortfall of the value of collateral pledged/received over our repurchase agreement liabilities/reverse repurchase agreement receivables) with any of our repurchase agreement counterparties, excluding the FICC, was approximately 4% of our tangible stockholders' equity, with our top five repo counterparties, excluding the FICC, representing approximately 7% of our tangible stockholders' equity. As of December 31, 2022, approximately 6% of our tangible stockholder's equity was at risk with the FICC. Excluding central clearing exchanges, as of December 31, 2022, our amount at risk with any counterparty to our derivative agreements was less than 1% of our stockholders' equity.

Asset Sales

Agency RMBS securities are among the most liquid fixed income securities, and the TBA market is the second most liquid market (after the U.S. Treasury market). Although market conditions fluctuate, the vitality of these markets enables us to sell assets under most conditions to generate liquidity through direct sales or delivery into TBA contracts, subject to "good delivery" provisions promulgated by the Securities Industry and Financial Markets Association ("SIFMA"). Under certain market conditions, however, we may be unable to realize the full carrying value of our securities. We attempt to manage this risk by maintaining at least a minimum level of securities that trade at or near TBA values that in our estimation enhances our portfolio liquidity across a wide range of market conditions. Please refer to Trends and Recent Market Impacts of this Management Discussion and Analysis for further information regarding Agency RMBS and TBA market conditions.

Capital Markets

The equity capital markets serve as a source of capital to grow our business and to meet potential liquidity needs of our business. The availability of equity capital is dependent on market conditions and investor demand for our common and preferred stock. We will typically not issue common stock at times when we believe the capital raised will not be accretive to our tangible net book value or earnings, and we will typically not issue preferred equity when its cost exceeds acceptable hurdle rates of return on our equity. There can be no assurance that we will be able to raise additional equity capital at any particular time or on any particular terms. Furthermore, when the trading price of our common stock is less than our estimate of our current tangible net book value per common share, among other conditions, we may repurchase shares of our common stock. Please refer to Note 9 of our Consolidated Financial Statements in this Form 10-K for further details regarding our recent equity capital transactions, if any.

OFF-BALANCE SHEET ARRANGEMENTS

As of December 31, 2022, we did not maintain relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance, or special purpose or variable interest entities, established to facilitate off-balance sheet arrangements or other contractually narrow or limited purposes. Additionally, as of December 31, 2022, we had not guaranteed obligations of unconsolidated entities or entered into a commitment or intent to provide funding to such entities.

FORWARD-LOOKING STATEMENTS

The statements contained in this Annual Report that are not historical facts, including estimates, projections, beliefs, expectations concerning conditions, events, or the outlook for our business, strategy, performance, operations or the markets or industries in which we operate, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are typically identified by words such as “believe,” “plan,” “expect,” “anticipate,” “see,” “intend,” “outlook,” “potential,” “forecast,” “estimate,” “will,” “could,” “should,” “likely” and other similar, correlative or comparable words and expressions.

Forward looking statements are based on management’s assumptions, projections and beliefs as of the date of this Annual Report, but they involve a number of risks and uncertainties. Actual results may differ materially from those anticipated in forward-looking statements, as well as from historical performance. Factors that could cause actual results to vary from our forward-looking statements include, but are not limited to, the following:

•changes in U.S. monetary policy or interest rates, including actions taken by the Federal Reserve to normalize monetary policy and to reduce the size of its U.S. Treasury and Agency RMBS bond portfolio;

•fluctuations in the yield curve;

•fluctuations in mortgage prepayment rates on the loans underlying our Agency RMBS;

•the availability and terms of financing;

•changes in the market value of our assets, including from changes in net interest spreads, and changes in market liquidity or depth;

•the effectiveness of our risk mitigation strategies;

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•conditions in the market for Agency RMBS and other mortgage securities;

•actions by the federal, state, or local governments to stabilize the economy, the housing sector or financial markets;

•changes to laws, regulations, rules or policies that affect U.S. housing finance activity, the GSE's or the markets for Agency RMBS;

•legislative or regulatory changes that affect our status as a REIT, our exemption from the Investment Company Act of 1940 or the mortgage markets in which we participate; and

•other risks discussed under Item 1A. Risk Factors.

Forward-looking statements speak only as of the date made, and we do not assume any duty and do not undertake to update forward-looking statements. A further discussion of risks and uncertainties that could cause actual results to differ from any of our forward-looking statements is included in this document under Item 1A. Risk Factors. We caution readers not to place undue reliance on our forward-looking statements.

FY 2021 10-K MD&A

SEC filing source: 0001423689-22-000014.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2022-02-23. Report date: 2021-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is designed to provide a reader of AGNC Investment Corp.'s consolidated financial statements with a narrative from the perspective of management and should be read in conjunction with the consolidated financial statements and accompanying notes included in this Annual Report on Form 10-K. Our MD&A is presented in six sections:

•Executive Overview

•Financial Condition

•Summary of Critical Accounting Estimates

•Results of Operations

•Liquidity and Capital Resources

•Forward-Looking Statements

EXECUTIVE OVERVIEW

We are a leading provider of private capital to the U.S. housing market, enhancing liquidity in the residential real estate mortgage markets and, in turn, facilitating home ownership in the U.S. We invest primarily in Agency RMBS on a leveraged basis. These investments consist of residential mortgage pass-through securities and collateralized mortgage obligations for which the principal and interest payments are guaranteed by a U.S. Government-sponsored enterprise, such as Fannie Mae and Freddie Mac, or by a U.S. Government agency, such as Ginnie Mae. We may also invest in other assets related to the housing, mortgage or real estate markets that are not guaranteed by a GSE or U.S. Government agency.

We are internally managed with the principal objective of providing our stockholders with attractive risk-adjusted returns through a combination of monthly dividends and tangible net book value accretion. We generate income from the interest earned on our investments, net of associated borrowing and hedging costs, and net realized gains and losses on our investment and hedging activities. We fund our investments primarily through collateralized borrowings structured as repurchase agreements. We operate in a manner to qualify to be taxed as a REIT under the Internal Revenue Code.

The size and composition of our investment portfolio depends on the investment strategies we implement, availability of attractively priced investments, suitable financing to appropriately leverage our investment portfolio and overall market conditions. Market conditions are influenced by a variety of factors, including interest rates, prepayment expectations, liquidity, housing prices, unemployment rates, general economic conditions, government participation in the mortgage market, regulations and relative returns on other assets.

Trends and Recent Market Impacts

Since the onset of the COVID-19 financial crisis in March 2020, the Federal Reserve and the U.S. Government have provided unprecedented amounts of monetary and fiscal stimulus in support of sustained economic growth. In response, the U.S. economy, as measured by gross domestic product, grew 5.7% in 2021, the fastest full-year pace in nearly 40 years. U.S. equity markets also benefited, with the S&P 500 index reaching a series of record highs throughout 2021.

As part of its monetary policy response, the Fed doubled the size of its balance sheet from the start of the crisis to nearly $9 trillion as of December 31, 2021, through the acquisition of U.S. Treasuries and Agency RMBS. The Fed’s holdings of Agency RMBS totaled $2.6 trillion as of December 31, 2021, representing almost a third of all outstanding Agency RMBS, as compared to approximately 20% at the start of the crisis.

In the fourth quarter of 2021, however, with annual inflation measures running well above its 2% target and the labor market showing signs of full employment, the Fed communicated that it would soon end its incremental monthly asset purchases and begin tightening monetary policy conditions. Accordingly, the Fed is expected to begin raising the Federal Funds rate in March 2022 and has signaled that these rate hikes could occur at an aggressive pace. The Fed is also expected to reduce its holdings of U.S. Treasury securities and Agency RMBS by a predetermined monthly amount soon after raising the Federal Funds rate.

This shift by the Fed led to a notable increase in short and intermediate-term rates, with the two and five-year Treasury rates increasing 61 and 90 basis points over the year, respectively, while the longer end of the yield curve, despite material intra-year volatility, experienced more modest increases, with the 10 and 30-year Treasury rates rising 59 and 25 basis points, respectively. Against the backdrop of the anticipated reduction in the Fed’s balance sheet coupled with the expectation of greater mortgage supply in 2022, Agency RMBS spreads to benchmark interest rates widened over the course of 2021, particularly in the second and fourth quarters. As a result, our economic return on tangible common equity for fiscal year 2021

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was 2.9%, comprised of $1.44 in dividends declared per common share and a $0.96 decline in tangible net book value per common share.

We expect Agency RMBS spreads to continue to widen and for challenging market conditions to persist in 2022, as the Fed increases short term rates and reduces its holdings of Agency RMBS. Given this outlook, we expect to continue to maintain a more defensive portfolio position characterized by lower leverage and significant interest rate hedge protection. As of December 31, 2021, our "at risk" leverage was 7.7x our tangible equity, below our normal historical operating levels. Our hedge ratio was 101%, indicating that the notional amount of our interest rate hedges exceeded our mortgage borrowings. Our duration gap, which is a measure of the difference between the interest rate sensitivity of our assets and liabilities, inclusive of our interest rate hedges, was 0.1 years. Additionally, our unencumbered cash and Agency RMBS totaled $4.9 billion, or 50% of our tangible equity, as of December 31, 2021, which excludes unencumbered credit assets and assets held at our captive broker-dealer subsidiary, BES.

Wider spreads cause a decline in our tangible net book value, and we may experience increased volatility in our tangible net book value over the near term as the Agency RMBS market reprices to expectations regarding the normalization of Fed monetary policy. Over the longer run, however, wider Agency RMBS spreads improve the expected return on new investments and are beneficial to our business. We believe we are well positioned for the current environment and have the capacity and flexibility to take advantage of more attractive investment opportunities as they arise.

For fiscal year 2021, AGNC’s comprehensive income available to common stockholders totaled $231 million, or $0.44 per common share, compared to $260 million, or $0.47 per common share, for fiscal year 2020. Our average "at risk" leverage, which includes our net TBA position, declined to 7.7x tangible equity for the year, compared to 8.5x for the prior year.

Despite the decline in our "at risk" leverage, our net spread and dollar roll income, excluding estimated catch-up premium amortization, a non-GAAP measure, increased to $3.02 per common share for the year, compared to $2.70 per common share for 2020, due primarily to favorable funding and stable hedge costs throughout the year. Net spread and dollar roll income also benefited from attractive TBA dollar roll opportunities, with TBA dollar roll implied funding rates remaining well below comparable repo funding during the year. As a result, we increased our average dollar roll position to approximately 35% of our investment portfolio for the year, compared to 23% for the prior year and well above typical levels prior to the start of the crisis. As the Fed ends its monthly incremental asset purchases and begins to reduce the size of its balance sheet, we expect a corresponding decline in implied dollar roll financing to levels more consistent with historical averages. Additionally, with the Fed set to begin raising the Federal Funds rate in March 2022, we anticipate similar increases in repo rates. However, given our large hedge position, with interest rate swaps covering nearly 70% of our repo and TBA funding liabilities, we anticipate that these rate increases will have a more muted impact on our total cost of funds.

Lastly, during fiscal year 2021, our portfolio experienced elevated rates of prepayment as compared to pre-crisis levels driven by historically low mortgage rates. For 2021, our Agency RMBS, which excludes our lower coupon holdings held in TBA form, repaid at 23.1% CPR, compared to 19.9% for 2020 and 11.4% for 2019. Quantitative tightening measures by the Fed typically lead to higher mortgage rates and slower rates of prepayments, which should be beneficial to returns on our higher coupon RMBS holdings and new investments. However, multiple factors can impact longer-term rates, as a consequence, this may not be case during the forthcoming quantitative tightening cycle.

For information regarding non-GAAP financial measures, including reconciliations to the most comparable GAAP measure, and information regarding our average implied TBA dollar roll financing for fiscal years 2021, 2020 and 2019, please refer to Results of Operations included in this MD&A below. For further discussion regarding the sensitivity of our tangible net book value to changes in interest rates and mortgage spreads, please refer to Item 7A. Quantitative and Qualitative Disclosures about Market Risk in this form 10-K.

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Market Information

The following table summarizes interest rates and prices of generic fixed rate Agency RMBS as of each date presented below:

Interest Rate/Security Price 1Dec. 31, 2020Mar. 31, 2021June 30, 2021Sept. 30, 2021Dec. 31, 2021Dec. 31, 2021vsDec. 31, 2020
Target Federal Funds Rate:
Target Federal Funds Rate - Upper Band0.25%0.25%0.25%0.25%0.25%bps
SOFR:
SOFR Rate0.07%0.01%0.05%0.05%0.05%-2bps
SOFR Interest Rate Swap Rate:
2-Year Swap0.06%0.12%0.19%0.24%0.74%+68bps
5-Year Swap0.24%0.82%0.75%0.83%1.12%+88bps
10-Year Swap0.71%1.52%1.19%1.26%1.32%+61bps
30-Year Swap1.15%1.92%1.50%1.52%1.46%+31bps
U.S. Treasury Security Rate:
2-Year U.S. Treasury0.12%0.16%0.25%0.28%0.73%+61bps
5-Year U.S. Treasury0.36%0.94%0.89%0.97%1.26%+90bps
10-Year U.S. Treasury0.92%1.74%1.47%1.49%1.51%+59bps
30-Year U.S. Treasury1.65%2.41%2.09%2.05%1.90%+25bps
30-Year Fixed Rate Agency Price:
2.0%$103.88$99.70$101.09$100.21$99.79-$4.09
2.5%$105.41$102.55$103.48$103.04$102.12-$3.29
3.0%$104.77$104.13$104.27$104.61$103.68-$1.09
3.5%$105.66$105.63$105.28$105.80$105.32-$0.34
4.0%$106.78$107.31$106.53$107.13$106.44-$0.34
4.5%$108.39$108.91$107.66$108.13$107.19-$1.20
15-Year Fixed Rate Agency Price:
1.5%$102.89$100.40$101.23$100.95$100.33-$2.56
2.0%$104.55$102.61$103.19$102.96$102.45-$2.10
2.5%$104.30$104.06$104.29$104.16$103.45-$0.85
3.0%$104.97$105.59$105.05$105.14$104.59-$0.38
3.5%$106.03$106.69$106.83$106.56$105.52-$0.51
4.0%$106.28$106.34$106.19$106.06$105.47-$0.81

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1.Price information is for generic instruments only and is not reflective of our specific portfolio holdings. Price information is as of 3:00 p.m. (EST) on such date and can vary by source. Prices in the table above were obtained from Barclays. Interest rates were obtained from Bloomberg.

The following table summarizes mortgage rates and credit spreads as of each date presented below:

Mortgage Rate/Credit SpreadDec. 31, 2020Mar. 31, 2021June 30, 2021Sept. 30, 2021Dec. 31, 2021Dec. 31, 2021vsDec. 31, 2020
Mortgage Rate: 1
30-Year Mortgage Rate2.87%3.27%3.13%3.18%3.27%+40bps
30-Year Agency Current Coupon1.34%2.04%1.83%1.97%2.07%+73bps
30-Year Primary to Secondary Spread1.53%1.23%1.30%1.21%1.20%-33bps
Credit Spread (in bps): 2
CRT M2216235179171182-34
CMBS AAA6669656668+2
CDX IG5054485349-1

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1.30-Year Mortgage rates are sourced from Bloomberg; 30-Year Current Coupon rates represent current coupon rates for new production Agency RMBS sourced from Bloomberg; and the 30-Year Primary to Secondary Spreads represent the 30-Year Mortgage Rate and 30-Year Agency Current Coupon rate spread differential as of each date.

2.CRT and CMBS spreads are averages of JP Morgan, Bank of America and Wells Fargo. CRT spreads are discount margins. CMBS spreads are spreads to the swap curve. CDX spreads are sourced from JP Morgan.

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FINANCIAL CONDITION

As of December 31, 2021 and 2020, our investment portfolio totaled $82.0 billion and $97.9 billion, respectively, consisting of: $54.4 billion and $66.4 billion investment securities, at fair value, respectively; $27.1 billion and $31.5 billion net TBA securities, at fair value, respectively; and $0.4 billion and zero forward settling non-Agency securities, at fair value, respectively. The following table is a summary of our investment portfolio as of December 31, 2021 and 2020 (dollars in millions):

December 31, 2021December 31, 2020
Investment Portfolio (Includes TBAs)Amortized CostFair ValueAverage Coupon%Amortized CostFair ValueAverage Coupon%
Fixed rate Agency RMBS and TBA securities:
≤ 15-year:
≤ 15-year RMBS$2,570$2,6523.27%3%$9,256$9,4822.48%10%
15-year TBA securities, net 12,0562,0591.71%3%6,9166,9801.74%7%
Total ≤ 15-year4,6264,7112.57%6%16,17216,4622.16%17%
20-year RMBS1,9481,9422.52%2%2,4092,4702.58%3%
30-year:
30-year RMBS47,02847,6953.04%58%50,31252,6633.55%54%
30-year TBA securities, net 125,12825,0812.54%31%24,28824,4992.05%25%
Total 30-year72,15672,7762.87%89%74,60077,1623.06%79%
Total fixed rate Agency RMBS and TBA securities78,73079,4292.84%97%93,18196,0942.89%98%
Adjustable rate Agency RMBS45472.23%%69702.35%%
Multifamily%%17193.31%%
CMO Agency RMBS:
CMO1821883.12%%2893013.30%1%
Interest-only strips31375.60%%45595.57%%
Principal-only strips3943%%6067%%
Total CMO Agency RMBS2522684.08%%3944274.10%1%
Total Agency RMBS and TBA securities79,02779,7442.85%97%93,66196,6102.90%99%
Non-Agency RMBS 27637672.85%1%1781884.28%%
CMBS5055143.60%1%3333584.13%%
CRT9559743.74%1%7337373.43%1%
Total investment portfolio$81,250$81,9992.85%100%$94,905$97,8932.91%100%

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1.TBA securities are presented net of long and short positions. For further details of our TBA securities refer to Note 5 of our Consolidated Financial Statements in this Form 10-K.

2.Includes $0.4 billion of forward settling non-Agency securities.

TBA and forward settling securities are recorded as derivative instruments in our accompanying consolidated financial statements, and our TBA dollar roll transactions represent a form of off-balance sheet financing. As of December 31, 2021 and 2020, our TBA position and forward settling securities had a net carrying value of $(44) million and $275 million, respectively, reported in derivative assets/(liabilities) on our accompanying consolidated balance sheets. The net carrying value represents the difference between the fair value of the underlying security in the TBA contract or forward purchase agreement and the price to be paid or received for the underlying security.

As of December 31, 2021 and 2020, the weighted average yield on our investment securities (excluding TBA and forward settling securities) was 2.43% and 2.33%, respectively.

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The following tables summarize certain characteristics of our fixed rate Agency RMBS portfolio, inclusive of TBA securities, as of December 31, 2021 and 2020 (dollars in millions):

December 31, 2021
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Amortized Cost BasisWeighted AverageProjected CPR 3
WAC 2Yield 3Age (Months)
Fixed rate
≤ 15-year:
1.5%$1,184$1,184$1,185—%—%—%—%—%
2.0%9149339346%102.9%2.68%1.29%1311%
2.5%312329326100%105.4%3.03%1.16%2713%
3.0%80681884899%101.5%3.55%2.46%5515%
3.5%869887924100%102.0%4.03%2.73%5218%
≥ 4.0%46247549492%102.9%4.61%2.88%5019%
Total ≤ 15-year4,5474,6264,71155%102.5%3.82%2.44%4916%
20-year:
2.0%1,0441,0761,055—%103.0%2.86%1.42%1410%
2.5%427446440—%104.4%3.28%1.48%1814%
3.0%35363797%103.4%3.78%2.16%2914%
3.5%16917218181%101.8%4.05%2.95%10113%
≥ 4.0%20921822996%104.1%4.74%3.08%6115%
Total 20-year:1,8841,9481,94221%103.3%3.29%1.77%2812%
30-year:
2.0%15,61715,67315,5813%100.5%2.86%1.92%87%
2.5%27,57828,34228,18222%104.1%3.16%1.96%67%
3.0%5,0315,1975,23416%102.8%3.61%2.52%4911%
3.5%8,5318,9179,20086%104.5%4.05%2.59%8312%
4.0%8,6969,1469,49592%105.2%4.51%2.81%6515%
≥ 4.5%4,6064,8815,08497%106.0%5.02%3.06%5316%
Total 30-year70,05972,15672,77640%103.5%3.71%2.36%3811%
Total fixed rate$76,490$78,730$79,42941%103.5%3.70%2.34%3811%

________________________________

1.Specified pools include pools backed by lower balance loans with original loan balances of up to $200K, HARP pools (defined as pools that were issued between May 2009 and December 2018 and backed by 100% refinance loans with original LTVs ≥ 80%), and pools backed by loans 100% originated in New York and Puerto Rico. As of December 31, 2021, lower balance specified pools had a weighted average original loan balance of $119,000 and $117,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 127% and 138% for 15-year and 30-year securities, respectively.

2.WAC represents the weighted average coupon of the underlying collateral.

3.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2021.

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December 31, 2020
Includes Net TBA PositionExcludes Net TBA Position
Fixed Rate Agency RMBS and TBA SecuritiesPar ValueAmortized CostFair ValueSpecified Pool % 1Amortized Cost BasisWeighted AverageProjected CPR 3
WAC 2Yield 3Age (Months)
Fixed rate
≤ 15-year:
1.5%$5,001$5,107$5,144—%102.4%2.28%0.91%113%
2.0%6,7186,9587,023—%103.8%2.62%1.01%215%
2.5%79583684059%105.5%3.07%1.10%1315%
3.0%1,1681,1861,24894%101.5%3.55%2.46%4416%
3.5%1,2491,2751,356100%102.1%4.03%2.75%4018%
≥ 4.0%78881085192%102.8%4.63%2.92%4719%
Total ≤ 15-year15,71916,17216,46223%103.1%3.09%1.59%1716%
20-year:
≤ 2.0%1,1681,2021,215—%103.0%2.87%1.29%315%
2.5%597620630—%103.9%3.28%1.33%620%
3.0%48505298%103.0%3.78%2.10%1719%
3.5%22623024681%101.6%4.05%2.93%8918%
≥ 4.0%29630732796%103.6%4.73%3.05%4820%
Total 20-year:2,3352,4092,47023%103.2%3.34%1.70%1817%
30-year:
≤ 2.0%23,80524,44524,628—%103.2%2.89%1.51%11%
2.5%8,9959,4239,5064%105.2%3.43%1.35%416%
3.0%3,5073,6193,70917%102.9%3.74%2.03%3322%
3.5%12,91313,42814,15188%104.0%4.07%2.48%6617%
4.0%14,24514,84715,73492%104.2%4.51%2.81%5219%
≥ 4.5%8,4178,8389,43498%105.0%5.01%3.04%3821%
Total 30-year71,88274,60077,16248%104.3%4.17%2.43%4218%
Total fixed rate$89,936$93,181$96,09443%104.0%3.98%2.28%3718%

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1.See Note 1 of preceding table for specified pool composition. As of December 31, 2020, lower balance specified pools had a weighted average original loan balance of $117,000 and $117,000 for 15-year and 30-year securities, respectively, and HARP pools had a weighted average original LTV of 126% and 137% for 15-year and 30-year securities, respectively.

2.WAC represents the weighted average coupon of the underlying collateral.

3.Portfolio yield incorporates a projected life CPR based on forward rate assumptions as of December 31, 2020.

For additional details regarding our CRT and non-Agency securities, including credit ratings, as of December 31, 2021 and 2020, please refer to Note 3 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

SUMMARY OF CRITICAL ACCOUNTING ESTIMATES

Our critical accounting estimates involve estimates that require management to make judgments that are subjective in nature. We rely on our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Under different conditions, we could report materially different amounts based on such estimates. For additional information regarding our significant accounting policies please refer to Note 2 of our Consolidated Financial Statements included under Item 8 of this Form 10-K.

Interest Income

The effective yield on our Agency RMBS and non-Agency securities of high credit quality is highly impacted by our estimate of future prepayments. We accrue interest income based on the outstanding principal amount and contractual terms of these securities, and we amortize or accrete premiums and discounts associated with our purchase of these securities into interest income over their projected lives, taking into account scheduled contractual payments and estimated prepayments, using the effective interest method. The weighted average cost basis of our securities as of December 31, 2021 was 103.4% of par value; therefore, changes in our actual or projected prepayments can significantly alter the effective yield on our assets.

Future prepayment rates are difficult to predict, and we rely on a third-party service provider and our experience and analysis of historical and current market data to arrive at what we believe to be reasonable estimates. Our third-party service

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provider estimates prepayment rates over the remaining life of our securities using models that incorporate the forward yield curve, current mortgage rates, mortgage rates on the outstanding loans, age and size of the outstanding loans, loan-to-value ratios, interest rate volatility and other factors. We review the estimated prepayment rates for reasonableness, giving consideration to historical prepayment rates, current market conditions and other factors we believe are likely to impact the rate of prepayments on our portfolio, and based on our judgment we may adjust the third-party estimates.

We review our actual and anticipated prepayment experience on at least a quarterly basis, and effective yields are recalculated when differences arise between (i) our previous prepayment estimates and (ii) actual prepayments to date and current estimates of future prepayments. If the actual and estimated future prepayment experience differs from our prior estimate of prepayments, we are required to record an adjustment in the current period to the amortization or accretion of premiums and discounts for the cumulative difference in the effective yield from inception through the reporting date. We commonly refer to this adjustment as "catch-up" premium amortization or expense.

The most significant factor impacting prepayment rates on our securities is changes to long-term interest rates. Prepayment rates generally increase when interest rates fall and decrease when interest rates rise. Item 7A. Quantitative and Qualitative Disclosures About Market Risk in this Form 10-K includes the estimated change in the weighted average projected CPR of our investments and in the corresponding weighted average yield on our investments should interest rates instantaneously go up or down by 50, 75 and 100 basis points. However, there are a variety of other factors that may impact the rate of prepayments on our securities. Consequently, our actual experience and future estimates of prepayments could differ materially from our estimates.

At the time we purchase CRT and non-Agency securities that are not of high credit quality, we determine an effective interest rate based on our estimate of the timing and amount of cash flows and our cost basis. On at least a quarterly basis, we review the estimated cash flows and make appropriate adjustments based on input and analysis received from external sources, internal models, our judgment about interest rates, prepayment rates, including collateral call provisions, timing and amount of estimated credit losses, and other factors. Any resulting changes in effective yield are recognized prospectively based on the current amortized cost of the investment as adjusted for credit impairment, if any.

RESULTS OF OPERATIONS

Non-GAAP Financial Measures

In addition to the results presented in accordance with GAAP, our results of operations discussed below include certain non-GAAP financial information, including "economic interest income," "economic interest expense," "net spread and dollar roll income," "net spread and dollar roll income, excluding 'catch-up' premium amortization," "estimated taxable income" and the related per common share measures and certain financial metrics derived from such non-GAAP information, such as "cost of funds" and "net interest spread."

"Economic interest income" is measured as interest income (GAAP measure), adjusted (i) to exclude "catch-up" premium amortization associated with changes in CPR estimates and (ii) to include TBA dollar roll implied interest income. "Economic interest expense" is measured as interest expense (GAAP measure) adjusted to include TBA dollar roll implied interest expense/(benefit) and interest rate swap periodic cost/(income). "Net spread and dollar roll income, excluding "catch-up" premium amortization" includes (i) the components of economic interest income and economic interest expense and other interest and dividend income (referred to as "adjusted net interest and dollar roll income"), less (ii) total operating expenses (GAAP measure).

By providing such measures, in addition to the related GAAP measures, we believe we give greater transparency into the information used by our management in its financial and operational decision-making. We also believe it is important for users of our financial information to consider information related to our current financial performance without the effects of certain measures and one-time events that are not necessarily indicative of our current investment portfolio performance and operations.

Specifically, in the case of "adjusted net interest and dollar roll income," we believe the inclusion of TBA dollar roll income is meaningful as TBAs, which are accounted for under GAAP as derivative instruments with gains and losses recognized in other gain (loss) in our consolidated statement of comprehensive income, are economically equivalent to holding and financing generic Agency RMBS using short-term repurchase agreements. Similarly, we believe that the inclusion of periodic interest rate swap settlements in "economic interest expense" is meaningful as interest rate swaps are the primary instrument we use to economically hedge against fluctuations in our borrowing costs and it is more indicative of our total cost of funds than interest expense alone. In the case of "economic interest income" and "net spread and dollar roll income, excluding 'catch-up' premium amortization," we believe the exclusion of "catch-up" adjustments to premium amortization cost or benefit is meaningful as it excludes the cumulative effect from prior reporting periods due to current changes in future

30

prepayment expectations and, therefore, exclusion of such cost or benefit is more indicative of the current earnings potential of our investment portfolio. In the case of estimated taxable income, we believe it is meaningful information because it directly relates to the amount of dividends that we are required to distribute to maintain our REIT qualification status.

However, because such measures are incomplete measures of our financial performance and involve differences from results computed in accordance with GAAP, they should be considered as supplementary to, and not as a substitute for, results computed in accordance with GAAP. In addition, because not all companies use identical calculations, our presentation of such non-GAAP measures may not be comparable to other similarly-titled measures of other companies. Furthermore, estimated taxable income can include certain information that is subject to potential adjustments up to the time of filing our income tax returns, which occurs after the end of our fiscal year.

Selected Financial Data

The following selected financial data is derived from our annual financial statements for the three years ended December 31, 2021. The selected financial data should be read in conjunction with the more detailed information contained in Item 8. Financial Statements and in this Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (in millions, except per share amounts):

December 31,
Balance Sheet Data202120202019
Investment securities, at fair value$54,421$66,414$100,442
Total assets$68,149$81,817$113,082
Repurchase agreements and other debt$47,507$52,543$89,410
Total liabilities$57,858$70,738$102,041
Total stockholders' equity$10,291$11,079$11,041
Net book value per common share 1$16.76$17.68$18.63
Tangible net book value per common share 2$15.75$16.71$17.66

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Fiscal Year
Statement of Comprehensive Income Data202120202019
Interest income$1,361$1,519$2,842
Interest expense756742,149
Net interest income1,286845693
Other gain (loss), net(449)(1,018)78
Operating expenses889383
Net income (loss)749(266)688
Dividends on preferred stock1009654
Issuance cost of redeemed preferred stock6
Net income (loss) available (attributable) to common stockholders$649$(362)$628
Net income (loss)$749$(266)$688
Other comprehensive income (loss), net(418)6221,040
Comprehensive income3313561,728
Dividends on preferred stock1009654
Issuance cost of redeemed preferred stock6
Comprehensive income available to common stockholders$231$260$1,668
Weighted average number of common shares outstanding - basic528.1551.6540.6
Weighted average number of common shares outstanding - diluted530.0551.6541.4
Net income (loss) per common share - basic$1.23$(0.66)$1.16
Net income (loss) per common share - diluted$1.22$(0.66)$1.16
Comprehensive income (loss) per common share - basic$0.44$0.47$3.09
Comprehensive income (loss) per common share - diluted$0.44$0.47$3.08
Dividends declared per common share$1.44$1.56$2.00
Fiscal Year
Other Data (Unaudited) *202120202019
Average investment securities - at par$53,057$70,077$89,234
Average investment securities - at cost$54,869$72,543$92,207
Net TBA portfolio - at par (as of period end) 9$27,123$30,364$7,322
Net TBA portfolio - at cost (as of period end) 9$27,622$31,204$7,404
Net TBA portfolio - at market value (as of period end) 9$27,578$31,479$7,429
Net TBA portfolio - at carrying value (as of period end) 3,9$(44)$275$25
Average net TBA dollar roll position - at cost$29,851$21,224$9,262
Average total assets - at fair value$72,908$88,403$110,112
Average repurchase agreements and other debt outstanding 4$49,923$69,370$86,231
Average stockholders' equity 5$10,885$10,684$10,380
Average tangible net book value "at risk" leverage 67.7:18.9:19.7:1
Tangible net book value "at risk" leverage (as of period end) 77.7:18.5:19.4:1
Economic return on tangible common equity 82.9%3.5%18.7%
Expenses % of average total assets0.12%0.11%0.08%
Expenses % of average assets, including average net TBA position0.09%0.08%0.07%
Expenses % of average stockholders' equity0.81%0.87%0.80%

________________________________

* Except as noted below, average numbers for each period are weighted based on days on our books and records.

1.Net book value per common share is calculated as total stockholders' equity, less preferred stock liquidation preference, divided by number of common shares outstanding as of period end.

2.Tangible net book value per common share excludes goodwill.

3.The carrying value of our net TBA position represents the difference between the market value and the cost basis of the TBA contract as of period-end and is reported in derivative assets/(liabilities), at fair value on our accompanying consolidated balances sheets.

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4.Amount excludes U.S. Treasury repurchase agreements and TBA contracts. Other debt includes debt of consolidated VIEs.

5.Average stockholders' equity calculated as average month-ended stockholders' equity during the period.

6.Average tangible net book value "at risk" leverage is calculated by dividing the sum of daily weighted average repurchase agreements used to fund our investment securities, other debt, and TBA and forward settling securities (at cost) (collectively "mortgage borrowings") outstanding for the period by the sum of average stockholders' equity adjusted to exclude goodwill for the period. Leverage excludes U.S. Treasury repurchase agreements.

7.Tangible net book value "at risk" leverage as of period end is calculated by dividing the sum of mortgage borrowings outstanding and receivable/payable for unsettled investment securities as of period end by the sum of total stockholders' equity adjusted to exclude goodwill as of period end. Leverage excludes U.S. Treasury repurchase agreements.

8.Economic return on tangible common equity represents the sum of the change in tangible net book value per common share and dividends declared per share of common stock during the period over beginning tangible net book value per common share.

9.Includes net TBA dollar roll position and, if applicable, forward settling securities.

Economic Interest Income and Asset Yields

The following table summarizes our economic interest income (a non-GAAP measure) for fiscal years 2021, 2020 and 2019, which includes the combination of interest income (a GAAP measure) on our holdings reported as investment securities on our consolidated balance sheets, adjusted to exclude estimated "catch-up" premium amortization adjustments for the cumulative effect from prior reporting periods of changes in our CPR forecast, and implied interest income on our TBA securities (dollars in millions):

Fiscal Year 2021Fiscal Year 2020Fiscal Year 2019
AmountYieldAmountYieldAmountYield
Interest income:
Cash/coupon interest income$1,7303.26%$2,6013.71%$3,4433.84%
Net premium amortization benefit (cost)(369)(0.78)%(1,082)(1.62)%(601)(0.76)%
Interest income (GAAP measure)1,3612.48%1,5192.09%2,8423.08%
Estimated "catch-up" premium amortization cost (benefit) due to change in CPR forecast(96)(0.17)%4570.63%1040.11%
Interest income, excluding "catch-up" premium amortization1,2652.31%1,9762.72%2,9463.19%
TBA dollar roll income - implied interest income 1,25281.77%3651.73%3063.30%
Economic interest income, excluding "catch-up" amortization (non-GAAP measure) 3$1,7932.12%$2,3412.50%$3,2523.20%
Weighted average actual portfolio CPR for investment securities held during the period23.1%19.9%11.4%
Weighted average projected CPR for the remaining life of investment securities held as of period end10.9%17.6%10.8%
30-year fixed rate mortgage rate as of period end 43.27%2.87%3.86%
10-year U.S. Treasury rate as of period end1.51%0.92%1.92%

________________________________

1.Reported in gain (loss) on derivatives instruments and other securities, net in the accompanying consolidated statements of operations.

2.Implied interest income from TBA dollar roll transactions is computed as the sum of (i) TBA dollar roll income and (ii) estimated TBA implied funding cost (see Economic Interest Expense and Aggregate Cost of Funds below). TBA dollar roll income represents the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and is the economic equivalent to interest income on the underlying Agency securities, less an implied funding cost, over the forward settlement period. Amount is net of TBAs used for hedging purposes. Amount excludes TBA mark-to-market adjustments.

3.The combined asset yield is calculated on a weighted average basis based on our average investment and TBA balances outstanding during the period and their respective yields.

4.Source: Bloomberg

The principal elements impacting our economic interest income are the size of our average investment portfolio and the yield on our securities. The following table includes a summary of the estimated impact of each of these elements on our economic interest income for fiscal years 2021 and 2020 compared to the prior year period (in millions):

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Impact of Changes in the Principal Elements Impacting Economic Interest Income
Due to Change in Average
Fiscal Year 2021 vs 2020Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$(158)$(370)$212
Estimated "catch-up" premium amortization due to change in CPR forecast(553)(553)
Interest income, excluding "catch-up" premium amortization(711)(370)(341)
TBA dollar roll income - implied interest income16314815
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$(548)$(222)$(326)
Due to Change in Average
Fiscal Year 2020 vs 2019Total Increase / (Decrease)Portfolio SizeAsset Yield
Interest Income (GAAP measure)$(1,323)$(606)$(717)
Estimated "catch-up" premium amortization due to change in CPR forecast353353
Interest income, excluding "catch-up" premium amortization(970)(606)(364)
TBA dollar roll income - implied interest income59395(336)
Economic interest income, excluding "catch-up" amortization (non-GAAP measure)$(911)$(211)$(700)

Our average investment portfolio, inclusive of TBAs (at cost), decreased 10% and 8% for fiscal years 2021 and 2020, respectively, primarily due to reductions in our targeted operating leverage. The decrease in the average yield on our investment portfolio, including TBA implied asset yields and excluding "catch-up" premium amortization, of 38 and 70 basis points for fiscal years 2021 and 2020, respectively, was largely the result of changes in asset composition and lower prevailing yields on new asset purchases.

Leverage

Our primary measure of leverage is our tangible net book value "at risk" leverage ratio, which is measured as the sum of our repurchase agreements and other debt used to fund our investment securities and net TBA and forward settling securities position (at cost) (together referred to as "mortgage borrowings") and our net receivable/payable for unsettled investment securities, divided by our total stockholders' equity adjusted to exclude goodwill.

We include our net TBA position in our measure of leverage because a forward contract to acquire Agency RMBS in the TBA market carries similar risks to Agency RMBS purchased in the cash market and funded with on-balance sheet liabilities. Similarly, a TBA contract for the forward sale of Agency securities has substantially the same effect as selling the underlying Agency RMBS and reducing our on-balance sheet funding commitments. (Refer to Liquidity and Capital Resources for further discussion of TBA securities and dollar roll transactions). Repurchase agreements used to fund short-term investments in U.S. Treasury securities ("U.S. Treasury repo") are excluded from our measure of leverage due to the temporary and highly liquid nature of these investments. The following table presents a summary of our leverage ratios for the periods listed (dollars in millions):

Repurchase Agreementsand Other Debt 1Net TBA Position Long/(Short) 2Average Tangible Net Book Value "At Risk" Leverage during the Period 3Tangible Net Book Value "At Risk" Leverageas ofPeriod End 4
Quarter EndedAverage Daily AmountMaximum Daily AmountEnding AmountAverage Daily AmountEnding Amount
December 31, 2021$46,999$48,524$47,037$29,014$27,6227.6:17.7:1
September 30, 2021$45,847$49,021$45,723$30,312$28,9127.5:17.5:1
June 30, 2021$52,374$60,186$48,488$28,082$27,6117.6:17.9:1
March 31, 2021$54,602$57,153$55,221$32,022$25,3558.0:17.7:1
December 31, 2020$53,645$55,249$52,543$33,753$31,2048.4:18.5:1
September 30, 2020$61,008$69,628$54,558$27,785$29,4608.9:18.8:1
June 30, 2020$69,552$72,399$69,370$15,662$20,4138.8:19.2:1
March 31, 2020$93,538$104,773$63,241$7,487$20,6489.9:19.4:1
December 31, 2019$88,677$92,672$89,313$7,038$7,4049.5:19.4:1
September 30, 2019$87,938$92,420$90,462$10,146$1,82010.0:19.8:1
June 30, 2019$86,147$86,969$85,367$11,864$11,08610.0:19.8:1
March 31, 2019$82,070$87,877$86,590$8,002$6,8859.3:19.4:1

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1.Other debt includes debt of consolidated VIEs. Amounts exclude U.S. Treasury repo agreements.

2.Daily average and ending net TBA position outstanding measured at cost. Includes forward settling non-Agency securities.

3.Average tangible net book value "at risk" leverage during the period represents the sum of our daily weighted average repurchase agreements and other debt used to fund acquisitions of investment securities and net TBA and forward settling securities position outstanding, divided by the sum of our average month-ended stockholders' equity, adjusted to exclude goodwill.

4.Tangible net book value "at risk" leverage as of period end represents the sum of our repurchase agreements and other debt used to fund acquisitions of investments securities, net TBA and forward settling securities position (at cost), and net receivable/payable for unsettled investment securities outstanding as of period end, divided by total stockholders' equity, adjusted to exclude goodwill as of period end.

Economic Interest Expense and Aggregate Cost of Funds

The following table summarizes our economic interest expense and aggregate cost of funds (non-GAAP measures) for fiscal years 2021, 2020 and 2019 (dollars in millions), which includes the combination of interest expense on Agency repurchase agreements and other debt (GAAP measure), implied financing cost (benefit) of our TBA securities and interest rate swap periodic cost:

Fiscal Year 2021Fiscal Year 2020Fiscal Year 2019
Economic Interest Expense and Aggregate Cost of Funds 1AmountCost of FundsAmountCost of FundsAmountCost of Funds
Repurchase agreement and other debt - interest expense (GAAP measure)$750.15%$6740.96%$2,1492.46%
TBA dollar roll income - implied interest expense (benefit) 2,3(128)(0.42)%(60)(0.27)%2122.26%
Economic interest expense (benefit) - before interest rate swap periodic cost, net 4(53)(0.06)%6140.67%2,3612.44%
Interest rate swap periodic cost (income), net 2,5600.07%480.05%(402)(0.42)%
Total economic interest expense (benefit) (non-GAAP measure)$70.01%$6620.72%$1,9592.02%

________________________________

1.Amounts exclude interest rate swap termination fees and variation margin settlements paid or received, forward starting swaps and the impact of other supplemental hedges, such as swaptions and U.S. Treasury positions.

2.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

3.The implied funding cost (benefit) of TBA dollar roll transactions is determined using the price differential, or "price drop," between the TBA price for current month settlement versus the TBA price for forward month settlement and market based assumptions regarding the "cheapest-to-deliver" collateral that can be delivered to satisfy the TBA contract, such as the anticipated collateral’s weighted average coupon, weighted average maturity and projected 1-month CPR. The average implied funding cost (benefit) for all TBA transactions is weighted based on our daily average TBA balance outstanding for the period.

4.The combined cost of funds for total mortgage borrowings outstanding, before interest rate swap costs, is calculated on a weighted average basis based on average repo, other debt and TBA balances outstanding during the period and their respective cost of funds.

5.Interest rate swap periodic cost is measured as a percent of average mortgage borrowings outstanding for the period.

The principal elements impacting our economic interest expense are (i) the size of our average mortgage borrowings and interest rate swap portfolio outstanding during the period, (ii) the average interest rate on our mortgage borrowings and (iii) the average net interest rate paid/received on our interest rate swaps. The following table includes a summary of the estimated impact of these elements on our economic interest expense for fiscal years 2021 and 2020 compared to the prior year period (in millions):

Impact of Changes in the Principal Elements of Economic Interest Expense
Due to Change in Average
Fiscal Year 2021 vs 2020Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Repurchase agreements and other debt interest expense$(599)$(189)$(410)
TBA dollar roll income - implied interest benefit/expense(68)(24)(44)
Interest rate swap periodic cost12(1)13
Total change in economic interest benefit/expense$(655)$(214)$(441)
Due to Change in Average
Fiscal Year 2020 vs 2019Total Increase / (Decrease)Borrowing / Swap BalanceBorrowing / Swap Rate
Repurchase agreements and other debt interest expense$(1,475)$(415)$(1,060)
TBA dollar roll income - implied interest benefit/expense(272)274(546)
Interest rate swap periodic cost45087363
Total change in economic interest benefit/expense$(1,297)$(54)$(1,243)

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Our average mortgage borrowings, inclusive of TBAs, decreased 12% and 5% for fiscal years 2021 and 2020, respectively, due to reductions in our targeted operating leverage. The decline in the average interest rate on our mortgage borrowings for fiscal years 2021 and 2020 of 73 and 177 basis points, respectively, was due to the combination of lower short-term interest rates and favorable funding opportunities in the TBA dollar roll market.

The change in our interest rate swap periodic cost for fiscal years 2021 and 2020 was a function of our average swap balance outstanding and the average fixed rate paid / floating rate received on our interest rate swaps. The following is a summary of our average interest rate swaps outstanding and the related average swap pay and receive rates for fiscal years 2021, 2020 and 2019 (dollars in millions). Amounts exclude forward starting swaps not yet in effect.

Fiscal Year
Average Ratio of Interest Rate Swaps (Excluding Forward Starting Swaps) to Mortgage Borrowings Outstanding202120202019
Average Agency repo and other debt outstanding$49,923$69,370$86,231
Average net TBA dollar roll position outstanding - at cost$29,851$21,224$9,262
Average mortgage borrowings outstanding$79,774$90,594$95,493
Average notional amount of interest rate swaps outstanding (excluding forward starting swaps)$48,634$49,978$63,890
Ratio of average interest rate swaps to mortgage borrowings outstanding61%55%67%
Average interest rate swap pay-fixed rate (excluding forward starting swaps)0.17%0.66%1.61%
Average interest rate swap receive-floating rate(0.05)%(0.56)%(2.24)%
Average interest rate swap net pay/(receive) rate0.12%0.10%(0.63)%

For fiscal years 2021, 2020 and 2019, we had an average forward starting swap balance of $0.1 billion, $0.8 billion and $3.0 billion, respectively. Forward starting interest rate swaps do not impact our economic interest expense and aggregate cost of funds until they commence accruing net interest settlements on their forward start dates. Including forward starting swaps, our average ratio of interest rate swaps outstanding to our average mortgage borrowings for fiscal years 2021, 2020 and 2019 was 61%, 56% and 70%, respectively.

Net Interest Spread

The following table presents a summary of our net interest spread (including the impact of TBA dollar roll income, interest rate swaps and excluding "catch-up" premium amortization) for fiscal years 2021, 2020 and 2019:

Fiscal Year
Investment and TBA Securities - Net Interest Spread202120202019
Average asset yield, excluding "catch-up" premium amortization2.12%2.50%3.20%
Average aggregate cost of funds(0.01)%(0.72)%(2.02)%
Average net interest spread, excluding "catch-up" premium amortization2.11%1.78%1.18%

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Net Spread and Dollar Roll Income

The following table presents a summary of our net spread and dollar roll income, excluding estimated "catch-up" premium amortization, per diluted common share (a non-GAAP financial measure) and a reconciliation to our net interest income (the most comparable GAAP financial measure) for fiscal years 2021, 2020 and 2019 (dollars in millions):

Fiscal Year
202120202019
Net interest income (GAAP measure)$1,286$845$693
TBA dollar roll income, net 165642594
Interest rate swap periodic cost (income), net 1(60)(48)402
Other interest and dividend income 1314
Adjusted net interest and dollar roll income1,8821,2251,203
Operating expense(88)(93)(83)
Net spread and dollar roll income1,7941,1321,120
Dividend on preferred stock1009654
Net spread and dollar roll income available to common stockholders (non-GAAP measure)1,6941,0361,066
Estimated "catch-up" premium amortization cost (benefit) due to change in CPR forecast(96)457104
Net spread and dollar roll income, excluding "catch-up" premium amortization, available to common stockholders (non-GAAP measure)$1,598$1,493$1,170
Weighted average number of common shares outstanding - basic528.1551.6540.6
Weighted average number of common shares outstanding - diluted530.0552.7541.4
Net spread and dollar roll income per common share - basic$3.21$1.88$1.97
Net spread and dollar roll income per common share - diluted$3.20$1.87$1.97
Net spread and dollar roll income, excluding "catch-up" premium amortization, per common share - basic$3.03$2.71$2.16
Net spread and dollar roll income, excluding "catch-up" premium amortization, per common share - diluted$3.02$2.70$2.16

________________________________

1.Reported in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income

Gain (Loss) on Investment Securities, Net

The following table is a summary of our net gain (loss) on investment securities for fiscal years 2021, 2020 and 2019 (in millions):

Fiscal Year
Gain (Loss) on Investment Securities, Net 1202120202019
Gain (loss) on sale of investment securities, net$(57)$1,126$388
Unrealized gain (loss) on investment securities measured at fair value through net income, net 2(1,502)3192,014
Unrealized gain (loss) on investment securities measured at fair value through other comprehensive income, net(418)6221,040
Total gain (loss) on investment securities, net$(1,977)$2,067$3,442

________________________________

1.Amounts exclude gain (loss) on TBA securities, which are reported in gain (loss) on derivative instruments and other securities, net in our Consolidated Statements of Comprehensive Income.

2.Investment securities acquired after fiscal year 2016 are measured at fair value through net income (see Note 2 of our Consolidated Financial Statements in this Form 10-K).

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Gain (Loss) on Derivative Instruments and Other Securities, Net

The following table is a summary of our gain (loss) on derivative instruments and other securities, net for fiscal years 2021, 2020 and 2019 (in millions):

Fiscal Year
202120202019
TBA securities, dollar roll income$656$425$94
TBA securities, mark-to-market gain/(loss)(1,208)1,072317
Forward settling non-Agency securities, mark-to-market gain/(loss)5
Interest rate swaps, periodic cost/(income)(60)(48)402
Interest rate swaps, mark-to-market gain/(loss)1,177(2,718)(2,047)
Payer swaptions23(156)(26)
U.S. Treasury securities - short position444(905)(967)
U.S. Treasury securities - long position(25)10211
U.S. Treasury futures contracts - short position42(106)(109)
Other56(129)1
Total gain (loss) on derivative instruments and other securities, net$1,110$(2,463)$(2,324)

For further details regarding our use of derivative instruments and related activity refer to Notes 2 and 5 of our Consolidated Financial Statements in this Form 10-K.

Estimated Taxable Income (Loss)

For the fiscal years 2021, 2020 and 2019, we had estimated taxable income (loss) available (attributable) to common stockholders of $(488) million, $745 million and $620 million, respectively, or $(0.92), $1.35 and $1.15 per diluted common share, respectively. Income determined under GAAP differs from income determined under U.S. federal income tax rules because of both temporary and permanent differences in income and expense recognition. The primary differences are (i) unrealized gains and losses on investment securities and derivative instruments marked-to-market in current income for GAAP purposes, but excluded from taxable income until realized, settled or amortized over the instrument's original term, (ii) timing differences, both temporary and potentially permanent, in the recognition of certain realized gains and losses and (iii) temporary differences related to the amortization of premiums and discounts on investments. Furthermore, our estimated taxable income is subject to potential adjustments up to the time of filing our appropriate tax returns, which occurs after the end of our fiscal year.

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The following is a reconciliation of our GAAP net income to our estimated taxable income for fiscal years 2021, 2020 and 2019 (dollars in millions, except per share amounts):

Fiscal Year
202120202019
Net income/(loss)$749$(266)$688
Book to tax differences:
Premium amortization, net(300)29291
Realized gain/loss, net(2,363)1,5351,530
Net capital loss/(utilization of net capital loss carryforward)(394)212
Unrealized (gain)/loss, net1,428(321)(1,838)
Other(2)(5)(9)
Total book to tax differences(1,237)1,107(14)
REIT taxable income (loss)(488)841674
REIT taxable income attributed to preferred stock9654
REIT taxable income (loss), attributed to common stock$(488)$745$620
Weighted average common shares outstanding - basic528.1551.6540.6
Weighted average common shares outstanding - diluted528.1552.7541.4
REIT taxable income (loss) per common share - basic$(0.92)$1.35$1.15
REIT taxable income (loss) per common share - diluted$(0.92)$1.35$1.15
Beginning net capital loss carryforward$$394$182
Increase (decrease) in net capital loss carryforward(394)212
Ending net capital loss carryforward$$$394
Ending net capital loss carryforward per common share$$$0.73

Given our taxable loss for fiscal year 2021, we do not expect to incur a tax liability for this period. We also did not incur income or excise tax liabilities for fiscal years 2020 or 2019 as we distributed all of our taxable income for these periods within the time limits prescribed by the Internal Revenue Code. Please refer to Note 9 to our Consolidated Financial Statements included in this Form 10-K for a summary of dividends declared on our common and preferred stock during fiscal years 2021, 2020 and 2019.

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LIQUIDITY AND CAPITAL RESOURCES

Our business is dependent on our ability to maintain adequate levels of liquidity and capital resources to fund day-to-day operations, fulfill collateral requirements under our funding and derivative agreements, and to satisfy our dividend distribution requirement of at least 90% of our taxable income to maintain our qualification as a REIT. Our primary sources of liquidity are unencumbered cash and securities, borrowings available under repurchase agreements, TBA dollar roll financing and monthly receipts of principal and interest payments. We may also conduct asset sales, change our asset or funding mix, issue equity or undertake other capital enhancing actions to maintain adequate levels of liquidity and capital resources. There are various risks and uncertainties that can impact our liquidity, such as those described in Item 1A. Risk Factors and Item 7A. Quantitative and Qualitative Disclosures of Market Risks sections of this Form 10-K. In assessing our liquidity, we consider a number of factors, including our current leverage, collateral levels, access to capital markets, overall market conditions, and the sensitivity of our tangible net book value over a range of scenarios. We believe that we have sufficient liquidity and capital resources available to meet our obligations and execute our business strategy.

Leverage and Financing Sources

Our leverage will vary depending on market conditions and our assessment of relative risks and returns, but we generally expect our leverage to be between six and twelve times the amount of our tangible stockholders' equity, measured as the sum of our total mortgage borrowings and net payable / (receivable) for unsettled investment securities, divided by the sum of our total stockholders' equity adjusted to exclude goodwill. Our tangible net book value "at risk" leverage ratio was 7.7x and 8.5x as of December 31, 2021 and 2020, respectively. The following table includes a summary of our mortgage borrowings outstanding as of December 31, 2021 and 2020 (dollars in millions). For additional details of our mortgage borrowings refer to Notes 2, 4 and 5 to our Consolidated Financial Statements in this Form 10-K.

December 31, 2021December 31, 2020
Mortgage BorrowingsAmount%Amount%
Repurchase agreements 1,2$46,91163%$52,36663%
Debt of consolidated variable interest entities, at fair value126%177%
Total debt47,03763%52,54363%
TBA and forward settling non-Agency securities, at cost27,62237%31,20437%
Total mortgage borrowings$74,659100%$83,747100%

________________________________

1.As of December 31, 2021 and 2020, 42% and 46%, respectively, of our repurchase agreements were funded through the Fixed Income Clearing Corporation's GCF Repo service.

2.Amounts exclude U.S. Treasury repurchase agreements.

Our primary financing sources are collateralized borrowings structured as repurchase agreements. We enter into repurchase agreements, or "repo," through bi-lateral arrangements with financial institutions and independent dealers. We also enter into third-party repurchase agreements through our wholly-owned registered broker-dealer subsidiary, Bethesda Securities, LLC, such as tri-party repo offered through the FICC's GCF Repo service. We manage our repurchase agreement funding position through a variety of methods, including diversification of counterparties, maintaining a staggered maturity profile and utilization of interest rate hedging strategies. We also use TBA dollar roll transactions as a means of synthetically financing Agency RMBS.

The terms and conditions of our repurchase agreements are determined on a transaction-by-transaction basis when each such borrowing is initiated or renewed and, in the case of GCF Repo, by the variable margin requirements calculated by the FICC, which acts as the central counterparty. The amount borrowed is generally equal to the fair value of the securities pledged, as determined by the lending counterparty, less an agreed-upon discount, referred to as a "haircut," which reflects the underlying risk of the specific collateral and protects the counterparty against a change in its value. Interest rates are generally fixed based on prevailing rates corresponding to the term of the borrowing. None of our repo counterparties are obligated to renew or otherwise enter into new borrowings at the conclusion of our existing borrowings.

The use of TBA dollar roll transactions increases our funding diversification, expands our available pool of assets, and increases our overall liquidity position, as TBA contracts typically have lower implied haircuts relative to Agency RMBS pools funded with repo financing. TBA dollar roll transactions may also have a lower implied cost of funds than comparable repo funded transactions (referred to as "dollar roll specialness") offering incremental return potential. However, if it were to become uneconomical to roll our TBA contracts into future months it may be necessary to take physical delivery of the underlying securities and fund those assets with cash or other financing sources, which could reduce our liquidity position.

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Collateral Requirements and Unencumbered Assets

Amounts available to be borrowed under our repurchase agreements are dependent upon prevailing interest rates, the lender’s "haircut" requirements and collateral value. Each of these elements may fluctuate with changes in interest rates, credit quality and liquidity conditions within the financial markets. To help manage the adverse impact of interest rate changes on our borrowings, we utilize an interest rate risk management strategy involving the use of derivative financial instruments. In particular, we attempt to mitigate the risk of the cost of our short-term funding liabilities increasing at a faster rate than the earnings of our long-term fixed rate assets during a period of rising interest rates.

The collateral requirements, or haircut levels, under our repo agreements are typically determined on an individual transaction basis or by the prevailing requirements established by the FICC for GCF tri-party repo. Consequently, haircut levels and minimum margin requirements can change over time and may increase during periods of elevated market volatility. If the fair value of our collateral declines, our counterparties will typically require that we post additional collateral to re-establish the agreed-upon collateral levels, referred to as "margin calls." Similarly, if the estimated fair value of our investment securities increases, we may request that counterparties release collateral back to us. Our counterparties typically have the sole discretion to determine the value of pledged collateral but are required to act in good faith in making determinations of value. Our agreements generally provide that in the event of a margin call, collateral must be posted on the same business day, subject to notice requirements. As of December 31, 2021, we had met all our margin requirements.

The value of Agency RMBS collateral is impacted by market factors and is reduced by monthly principal pay-downs on the underlying mortgage pools. Fannie Mae and Freddie Mac publish monthly security pay-down factors for their mortgage pools on the fifth day after month-end, but do not remit payment to security holders until generally the 25th day after month-end. Bi-lateral repo counterparties assess margin to account for the reduction in value of Agency collateral when factors are released. The FICC assesses margin on the last day of each month, prior to the factor release date, based on its internally projected pay-down rates (referred to as the "blackout period exposure adjustment" or "blackout margin"). On the factor release date, the blackout margin is released and collateralization requirements are adjusted to actual factor data. Due to the timing difference between associated margin calls and our receipt of principal pay-downs, our liquidity is temporarily reduced each month for principal repayments. We attempt to manage the liquidity risk associated with principal pay-downs by monitoring conditions impacting prepayment rates and through asset selection. As of December 31, 2021, our portfolio largely consisted of lower coupon TBA securities, which are not subject to monthly principal pay-downs, and higher coupon holdings concentrated in high quality, specified Agency RMBS pools, which have a lower risk of prepayment than similar coupon generic Agency RMBS.

Collateral requirements under our derivative agreements are subject to our counterparties' assessment of their maximum risk of loss associated with the derivative instrument measured over a certain period of time, referred to as the initial or minimum margin requirement. We are also subject to daily variation margin requirements based on changes in the value of the derivative instrument and/or collateral pledged. Daily variation margin requirements also entitle us to receive collateral if the value of amounts owed to us under the derivative agreement exceeds the minimum margin requirement. The collateral requirements under our TBA contracts are governed by the Mortgage-Backed Securities Division ("MBSD") of the FICC and, if applicable, by our third-party brokerage agreements, which may establish margin levels in excess of the MBSD. Collateral levels for interest rate derivative agreements are typically governed by the central clearing exchange and the associated futures commission merchants ("FCMs"), which may establish margin levels in excess of the clearing exchange. Collateral levels for interest rate derivative agreements not subject to central clearing are established by the counterparty financial institution.

Haircut levels and minimum margin requirements imposed by our counterparties reduce the amount of our unencumbered assets and limit the amount we can borrow against our investment securities. During fiscal year 2021, haircuts remained stable. As of December 31, 2021, the weighted average haircut on our repurchase agreements was approximately 3.8% of the value of our collateral, compared to 4.6% as of December 31, 2020.

To mitigate the risk of margins calls, we seek to maintain excess liquidity by holding unencumbered liquid assets that can be used to satisfy collateral requirements, collateralize additional borrowings or sold for cash. As of December 31, 2021, our unencumbered assets totaled 67% of our tangible net equity, compared to 60% as of December 31, 2020. The majority of our liquidity is held at AGNC, but we also maintain capital and excess liquidity at Bethesda Securities to meet regulatory standards, satisfy counterparty and clearing organization expectations, and for risk management purposes. As of December 31, 2021, we had cash and unencumbered Agency RMBS and U.S. Treasury securities totaling $4.9 billion, or 50% of our tangible equity, which excludes unencumbered CRT and non-Agency securities and assets held at Bethesda Securities, compared to $5.4 billion and 51%, respectively, as of December 31, 2020.

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Counterparty Risk

Collateral requirements imposed by counterparties subject us to the risk that the counterparty does not return pledged assets to us as and when required. We attempt to manage this risk by monitoring our collateral positions and limiting our counterparties to registered clearinghouses and major financial institutions with acceptable credit ratings. We also diversify our funding across multiple counterparties and by region.

As of December 31, 2021, our maximum amount at risk (or the excess/shortfall of the value of collateral pledged/received over our repurchase agreement liabilities/reverse repurchase agreement receivables) with any of our repurchase agreement counterparties, excluding the FICC, was approximately 2% of our tangible stockholders' equity, with our top five repo counterparties, excluding the FICC, representing less than 5% of our tangible stockholders' equity. As of December 31, 2021, approximately 7% of our tangible stockholder's equity was at risk with the FICC. Excluding central clearing exchanges, as of December 31, 2021, our amount at risk with any counterparty to our derivative agreements was less than 1% of our stockholders' equity.

Asset Sales

Agency RMBS securities are among the most liquid fixed income securities, and the TBA market is the second most liquid market (after the U.S. Treasury market). The vitality of these markets enables us to sell assets under most market conditions to generate liquidity through direct sales or delivery into TBA contracts, subject to "good delivery" provisions promulgated by the Securities Industry and Financial Markets Association ("SIFMA"). Under certain market conditions, however, we may be unable to realize the full "pay-up" value of our specified pool securities, or the incremental value in excess of equivalent coupon generic Agency RMBS. We attempt to manage this risk by maintaining at least a minimum level of securities that trade at or near TBA values that in our estimation enhances our portfolio liquidity across a wide range of market conditions.

Capital Markets

The equity capital markets serve as a source of capital to grow our business and to meet potential liquidity needs of our business. The availability of equity capital is dependent on market conditions and investor demand for our common and preferred stock. We will typically not issue common stock when the price of our common stock trades below our tangible net book value or issue preferred equity when its cost exceeds acceptable hurdle rates of return on our equity. There can be no assurance that we will be able to raise additional equity capital at any particular time or on any particular terms. Furthermore, when the trading price of our common stock is less than our estimate of our current tangible net book value per common share, among other conditions, we may repurchase shares of our common stock. Please refer to Note 9 of our Consolidated Financial Statements in this Form 10-K for further details regarding our recent equity capital transactions.

FORWARD-LOOKING STATEMENTS

The statements contained in this Annual Report that are not historical facts, including estimates, projections, beliefs, expectations concerning conditions, events, or the outlook for our business, strategy, performance, operations or the markets or industries in which we operate, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are typically identified by words such as “believe,” “plan,” “expect,” “anticipate,” “see,” “intend,” “outlook,” “potential,” “forecast,” “estimate,” “will,” “could,” “should,” “likely” and other similar, correlative or comparable words and expressions.

Forward looking statements are based on management’s assumptions, projections and beliefs as of the date of this Annual Report, but they involve a number of risks and uncertainties. Actual results may differ materially from those anticipated in forward-looking statements, as well as from historical performance. Factors that could cause actual results to vary from our forward-looking statements include, but are not limited to, the following:

•changes in U.S. monetary policy or interest rates, including actions taken by the Fed to normalize monetary policy, to reduce its purchases of Agency RMBS and to address the size of its U.S. Treasury and Agency RMBS bond portfolio;

•fluctuations in the yield curve;

•fluctuations in mortgage prepayment rates on the loans underlying our Agency RMBS;

•the availability and terms of financing;

•changes in the market value of our assets, including from changes in net interest spreads, and changes in market liquidity or depth;

•the effectiveness of our risk mitigation strategies;

•conditions in the market for Agency RMBS and other mortgage securities;

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•the impact of the COVID-19 pandemic and of measures taken in response to the COVID-19 pandemic by various governmental authorities, businesses and other third parties;

•actions by the federal, state, or local governments to stabilize the economy, the housing sector or financial markets;

•legislative or regulatory changes that affect our status as a REIT, our exemption from the Investment Company Act of 1940 or the mortgage markets in which we participate; and

•other risks discussed under the heading “Risk Factors” herein and in our Annual Report on Form 10-K.

Forward-looking statements speak only as of the date made, and we do not assume any duty and do not undertake to update forward-looking statements. A further discussion of risks and uncertainties that could cause actual results to differ from any of our forward-looking statements is included in this document under Item 1A. Risk Factors. We caution readers not to place undue reliance on our forward-looking statements.