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CHIMERA INVESTMENT CORP (CIM)

CIK: 0001409493. SIC: 6798 Real Estate Investment Trusts. Latest 10-K as of: 2026-02-18.

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=1409493. Latest filing source: 0001409493-26-000017.

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

Business

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

Risk Factors

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

Selected Fundamentals

MetricValueUnitFYFiled
Revenue266,419,000USD20252026-02-18
Net income230,499,000USD20252026-02-18
Assets15,808,542,000USD20252026-02-18

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-18. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001409493.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.

Metric2016201720182019202020212022202320242025
Revenue586,211,000606,010,000594,208,000602,296,000514,069,000439,828,000263,363,000264,676,000266,419,000
Net income551,943,000524,668,000411,637,000413,551,00088,854,000670,114,000-513,066,000126,104,000176,065,000230,499,000
Diluted EPS2.922.611.961.810.072.44-7.530.681.101.72
Operating cash flow552,907,000487,291,000297,584,00065,036,000257,903,000519,182,000325,722,000213,269,000205,673,000-248,879,000
Dividends paid454,275,000375,771,000374,396,000374,256,000322,625,000298,644,000287,746,000195,219,000119,080,000122,702,000
Share buybacks0.000.0014,834,0000.0022,066,0001,828,00048,886,00033,101,0000.000.00
Assets16,684,908,00021,222,070,00027,708,639,00027,118,671,00017,523,019,00015,407,403,00013,401,991,00012,928,998,00013,116,490,00015,808,542,000
Liabilities13,561,375,00017,587,093,00024,004,810,00023,165,378,00013,743,633,00011,671,212,00010,735,188,00010,370,079,00010,590,301,00013,235,848,000
Stockholders' equity3,123,533,0003,634,977,0003,703,829,0003,953,293,0003,779,386,0003,736,191,0002,666,803,0002,558,919,0002,526,189,0002,572,694,000
Cash and cash equivalents177,714,00063,569,00047,486,000109,878,000269,090,000385,741,000264,600,000221,684,00083,998,000278,582,000

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.

Metric2016201720182019202020212022202320242025
Net margin94.15%86.58%69.27%68.66%17.28%-116.65%47.88%66.52%86.52%
Return on equity17.67%14.43%11.11%10.46%2.35%17.94%-19.24%4.93%6.97%8.96%
Return on assets3.31%2.47%1.49%1.52%0.51%4.35%-3.83%0.98%1.34%1.46%
Liabilities / equity4.344.846.485.863.643.124.034.054.195.14

Industry Peer Context

Each number-line places CIM 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.

Net margin peer context

CIM Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6798; peer count 148.CIM Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6798; peer count 148.148 SIC peersMin -122.2%Median 16.6%Max 97.9%CIM 86.5%

ROE peer context

CIM ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6798; peer count 151.CIM 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%CIM 9.0%

ROA peer context

CIM ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6798; peer count 155.CIM 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%CIM 1.5%

Financial Charts

CIM revenue, last 5 periods. Source: SEC companyfacts FY2025.CIM revenue, last 5 periods. Source: SEC companyfacts FY2025.CIM RevenueLatest point: FY2025 = $266.4MSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$375.0M$750.0MFY2020FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: InterestIncomeExpenseNet. Source concepts: us-gaap:InterestIncomeExpenseNet.

CIM net income, last 5 periods. Source: SEC companyfacts FY2025.CIM net income, last 5 periods. Source: SEC companyfacts FY2025.CIM Net incomeLatest point: FY2025 = $230.5MSource: SEC companyfacts FY2025.Fiscal yearNet income-$750.0M$0.0B$1.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

CIM diluted eps, last 5 periods. Source: SEC companyfacts FY2025.CIM diluted eps, last 5 periods. Source: SEC companyfacts FY2025.CIM Diluted EPSLatest point: FY2025 = $1.72/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)-$8.00/share$0.00/share$4.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

CIM operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.CIM operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.CIM Operating cash flowLatest point: FY2025 = -$248.9MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow-$250.0M$0.0B$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

CIM dividends paid, last 5 periods. Source: SEC companyfacts FY2025.CIM dividends paid, last 5 periods. Source: SEC companyfacts FY2025.CIM Dividends paidLatest point: FY2025 = $122.7MSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

CIM share buybacks, last 5 periods. Source: SEC companyfacts FY2025.CIM share buybacks, last 5 periods. Source: SEC companyfacts FY2025.CIM Share buybacksLatest point: FY2025 = $0.0BSource: SEC companyfacts FY2025.Fiscal yearShare buybacks$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

CIM assets, last 5 periods. Source: SEC companyfacts FY2025.CIM assets, last 5 periods. Source: SEC companyfacts FY2025.CIM AssetsLatest point: FY2025 = $15.8BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$10.0B$20.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: Assets. Source concepts: us-gaap:Assets.

CIM liabilities, last 5 periods. Source: SEC companyfacts FY2025.CIM liabilities, last 5 periods. Source: SEC companyfacts FY2025.CIM LiabilitiesLatest point: FY2025 = $13.2BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$10.0B$20.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

CIM stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.CIM stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.CIM Stockholders' equityLatest point: FY2025 = $2.6BSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

CIM cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.CIM cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.CIM Cash and cash equivalentsLatest point: FY2025 = $278.6MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001409493-26-000017; filed 2026-02-18. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-07. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001409493.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-Q22022-06-30-0.76reported discrete quarter
2022-Q32022-09-30-0.88reported discrete quarter
2023-Q12023-03-310.17reported discrete quarter
2023-Q22023-06-3065,678,00036,024,0000.08reported discrete quarter
2023-Q32023-09-3063,398,0002,170,000-0.07reported discrete quarter
2023-Q42023-12-3164,651,00030,544,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-3165,106,000129,454,0000.45reported discrete quarter
2024-Q22024-06-3067,295,00056,664,0000.41reported discrete quarter
2024-Q32024-09-3066,451,000136,459,0001.39reported discrete quarter
2024-Q42024-12-3165,823,000-146,512,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-3169,219,000167,297,0001.77reported discrete quarter
2025-Q22025-06-3066,010,00035,450,0000.17reported discrete quarter
2025-Q32025-09-3065,011,000-580,000-0.27reported discrete quarter
2025-Q42025-12-3166,178,00028,332,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-3175,002,000-43,910,000-0.78reported discrete quarter

Quarterly Charts

CIM quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.CIM quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.CIM Quarterly RevenueLatest point: 2026-Q1 = $75.0MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001409493-26-000037; filed 2026-05-07. Concept: InterestIncomeExpenseNet. Source concepts: us-gaap:InterestIncomeExpenseNet.

CIM quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.CIM quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.CIM Quarterly Net incomeLatest point: 2026-Q1 = -$43.9MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income-$250.0M$0.0B$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001409493-26-000037; filed 2026-05-07. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

CIM quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.CIM quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.CIM Quarterly Diluted EPSLatest point: 2026-Q1 = -$0.78/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)-$1.00/share$0.00/share$4.00/share2022-Q22022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001409493-26-000037; filed 2026-05-07. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001409493-26-000037.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2026-05-07. Report date: 2026-03-31.

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

The following discussion of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes to those statements included in Item 1 of this Quarterly Report on Form 10-Q.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

We make forward-looking statements in this report that are subject to risks and uncertainties. These forward-looking statements include information about, among other things, possible or assumed future results of our business, financial condition, liquidity, results of operations, plans and objectives. When we use the words “goal,” “target,” “assume,” ‘‘believe,’’ ‘‘expect,’’ ‘‘anticipate,’’ ‘‘estimate,’’ “project,” “budget,” “forecast,” “predict,” “potential,” ‘‘plan,’’ ‘‘continue,’’ ‘‘intend,’’ ‘‘should,’’ ‘‘may,’’ “could,” ‘‘would,’’ ‘‘will’’ or similar expressions, we intend to identify forward-looking statements. Statements regarding the following subjects, among others, are forward-looking by their nature:

•our ability to obtain funding on favorable terms and access the capital markets;

•our ability to achieve optimal levels of leverage and effectively manage our liquidity;

•changes in inflation, the yield curve, interest rates and mortgage prepayment rates;

•our ability to manage credit risk related to our investments and comply with the Dodd-Frank Act and related laws and regulations relating to credit risk retention for securitizations;

•rates of default, delinquencies, forbearance, deferred payments or decreased recovery rates on our investments;

•the concentration of properties securing our securities and residential loans in a small number of geographic areas;

•our ability to execute on our business and investment strategy;

•our ability to determine accurately the fair market value of our assets;

•changes in our industry, the general economy or geopolitical conditions, including the ongoing conflicts involving the U.S. in the Middle East;

•our ability to successfully integrate and realize the anticipated benefits of any acquisitions, including the acquisition of HomeXpress;

•our ability to originate or acquire quality and profitable loans at an appropriate and consistent cost;

•our ability to sell the loans that we originate or acquire;

•our ability to refinance or obtain additional liquidity for borrowing;

•our ability to manage, maintain and expand our relationships with our clients, the independent mortgage brokers and bankers;

•our ability to operate our investment management and advisory services and manage any regulatory rules and conflicts of interest;

•the degree to which our hedging strategies may or may not be effective;

•our ability to effect our strategy to securitize residential mortgage loans;

•our ability to compete with competitors and source target assets at attractive prices;

•the ability of servicers and other third parties to perform their services at a high level and comply with applicable law and expanding regulations;

•our dependence on information technology and its susceptibility to cyber-attacks;

•the development, proliferation and use of artificial intelligence;

•our ability to find and retain qualified executive officers and key personnel;

•our ability to comply with extensive government regulation, including, but not limited to, federal and state consumer lending regulations;

•the impact of and changes in governmental regulations, tax law and rates, accounting guidance, refinancing or borrowing guidelines and similar matters;

•our ability to maintain our exemption from registration under the Investment Company Act of 1940, as amended (the “1940 Act”);

•our ability to maintain our classification as a real estate investment trust (“REIT”) for U.S. federal income tax purposes;

•the volatility of the market price and trading volume of our shares; and

•our ability to make distributions to our stockholders in the future.

Forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us. You should not place undue reliance on these forward-looking statements. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us. If a change occurs, our business, financial condition, liquidity, results of operations and prospects may vary

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materially from those expressed in our forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise from time to time, and it is impossible for us to predict those events or how they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Executive Summary

We are a diversified real estate company that invests in, originates, and manages primarily residential real estate assets. The assets we may invest in for ourselves and manage for others through our wholly-owned subsidiary Palisades Advisory Services, LLC (“PAS”) include residential mortgage loans, Non-Agency RMBS, Agency RMBS, RTLs, Investor Loans, MSRs and other real estate-related assets such as Agency CMBS, junior liens and HELOCs, equity appreciation rights, and reverse mortgages. Also, through our wholly-owned subsidiary, HomeXpress Mortgage Corp. (“HomeXpress”), we primarily originate Non-QM residential mortgage loans (both consumer loans and Investor Loans) as well as a smaller amount of QM residential mortgage loans.

In 2025, we reevaluated the composition of our reportable segments based on changes in the significance of certain business activities, including the acquisition of HomeXpress (the “HomeXpress Acquisition”) in October 2025, and the manner in which our management reviews operating results and allocates resources. As a result of this reevaluation, we now have two reportable segments: (i) Investment Portfolio, and (ii) Residential Origination. The Investment Portfolio segment consists of our investments and third-party advisory services activities. The Residential Origination segment consists of the stand-alone residential mortgage origination business of HomeXpress that originates Non-QM residential mortgage loans (both consumer loans and Investor Loans) and other Non-Agency and Agency mortgage loan products.

Investment Portfolio Segment

As of March 31, 2026, based on the fair value of our interest-earning assets, approximately 58% of our investment portfolio was allocated to residential mortgage loans, 36.7% to Agency MBS, 5.3% to Non-Agency RMBS and less than 1% to interests in MSR financing receivables (excluding LHFS by HomeXpress).

We utilize a variety of channels, including securitizations, warehouse facilities, repurchase agreements and other capital market activities to finance our investments, manage liquidity, improve capital efficiency, support the implementation of our investment strategies, as well as enhance our return on equity. We manage interest rate risk using hedging instruments such as interest rate swaps, swap futures, treasury futures, swaptions, and interest rate caps. We also use TBA securities to hedge certain risks within our Agency portfolio.

Our investment strategy is intended to be effective across a variety of economic, rate, and credit environments. We seek to approach portfolio management in a disciplined manner and expect to operate in an environment characterized by ongoing uncertainty related to global trade dynamics, fiscal and monetary policy, inflation, labor market conditions, economic growth, and domestic and geopolitical tensions.

Fees earned from investment management, as well as third-party asset management and advisory services, are included in this segment.

Residential Origination Segment

We closed the HomeXpress Acquisition on October 1, 2025. The HomeXpress Acquisition represents a strategically significant milestone and broadens our business capabilities. We expect that this acquisition will provide us with direct exposure to the growing Non-QM residential mortgage loans (both consumer loans and Investor Loans) origination market and enhance the diversification of our earnings sources beyond our core investment activities. As of March 31, 2026, LHFS by HomeXpress constituted approximately 4.7% of our interest earning assets based on fair value.

HomeXpress is a specialty mortgage lender focused primarily on providing first lien, consumer Non-QM loans, and Investor Loans solutions to the residential housing market on a national scale through mortgage brokers and bankers. As of March 31, 2026, HomeXpress had approximately 6,100 approved wholesale brokers and non-delegated correspondent bankers. Non-QM loans are designed for borrowers who do not meet traditional qualified mortgage standards and typically carry higher interest rates and offer more flexible solutions. Investor Loans are secured by first liens on non-owner occupied 1–8 unit investment rental properties. HomeXpress is a leading originator of these residential mortgage loans and does so substantially on a wholesale basis through independent mortgage brokers and bankers. In the first quarter of 2026, HomeXpress sold all the loans it originated on a servicing-released basis to third-party institutional investors. During the first quarter of 2026, HomeXpress sold loans (scheduled to settle in the second quarter) to our Investment Portfolio segment under our strategy of sponsoring securitizations of Non-QM loans using HomeXpress collateral. HomeXpress uses warehouse financing to fund loans from origination through sale. While the residential real estate market and associated mortgage loan origination volumes are heavily influenced by economic factors such as interest rates, housing prices and employment conditions, additional loan origination

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growth for HomeXpress is expected to be realized from further development of its existing wholesale origination network, as well as the growth of its recently implemented non-delegated correspondent channel. Additional growth is also expected from the expansion of its FHA, VA and conventional Agency-conforming channel and the implementation of delegated correspondent lending platform.

Market Conditions and our Strategy

Interest Rates, Inflation, Labor Markets, and Economic Activity

This year began on a relatively stable footing, supported by expectations of Federal Reserve rate cuts in the latter half of 2025 that reinforced confidence that inflation was moderating. Markets also grew more comfortable with the outlook on tariffs, as their potential inflationary impact appeared more contained. In March 2026, escalating tensions and conflicts involving the U.S. in the Middle East disrupted energy markets, driving a sharp increase in oil prices amid concerns over disruption to flows through the Strait of Hormuz. From late February through the end of March, crude oil prices rose significantly, reigniting concerns about inflationary pressures and the risk of a broader global economic slowdown.

The U.S. economy continued to demonstrate resilience, despite moderating job growth, with unemployment in the low-4% range, and inflation relatively contained. The Federal Reserve held its target range for the federal funds rate steady during the quarter, noting at its March meeting that the economic implications of developments in the Middle East remained uncertain. After beginning the year with strong momentum and rising to new highs, equity markets became more volatile in March, with volatility persisting through quarter-end.

Against this backdrop, interest rates largely reflected shifting economic and geopolitical dynamics. Following a period of relative stability in January and

[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. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2026-02-18. Report date: 2025-12-31.

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

The following discussion of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes to those statements included in Part IV of this 2025 Form 10-K. The discussion may contain certain forward-looking statements that involve risks and uncertainties. Forward-looking statements are those that are not historical in nature. As a result of many factors, such as those set forth under “Risk Factors” in this 2025 Form 10-K, our actual results may differ materially from those anticipated in such forward-looking statements.

This section of the 2025 Form 10-K generally discusses 2025 and 2024 items and year-to-year comparisons between 2025 and 2024. Discussions of 2023 items and year-to-year comparisons between 2024 and 2023 that are not included in this 2025 Form 10-K, can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

Executive Summary

We are a diversified real estate company that invests in, originates, and manages primarily residential real estate assets. The assets we may invest in and manage for others, through our wholly-owned subsidiary PAS, include residential mortgage loans, Non-Agency RMBS, Agency RMBS, business purpose loans (including RTLs) and investor loans, MSRs and other real estate-related assets such as Agency CMBS, junior liens and HELOCs, equity appreciation rights, and reverse mortgages. Also, through our wholly-owned subsidiary, HomeXpress, we originate consumer Non-QM and investor business purpose residential mortgage loans as well as QM residential mortgage loans.

In 2025, we reevaluated the composition of our reportable segments based on changes in the significance of certain business activities, including the acquisition of HomeXpress, and the manner in which our management reviews operating results and allocates resources. As a result of this reevaluation, we report as two reportable segments: (i) Investment Portfolio, and (ii) Residential Origination. The Investment Portfolio segment consists of our investments and third-party advisory services activities. The Residential Origination segment consists of the stand-alone mortgage origination business of HomeXpress that originates consumer Non-QM, investor business purpose, and other Non-Agency and Agency mortgage loan products.

Investment Portfolio Segment

As of December 31, 2025, based on the fair value of our interest earning assets, approximately 65% of our investment portfolio was allocated to residential mortgage loans, 23% to Agency MBS, 5% to Non-Agency RMBS and less than 1% to interests in MSR financing receivables (excluding loans held for sale by HomeXpress). As of December 31, 2024, based on the fair value of our interest earning assets, approximately 88% of our investment portfolio was allocated to residential mortgage loans, 4% to Agency RMBS, and 8% to Non-Agency RMBS.

We utilize a variety of channels, including securitizations, warehouse facilities, repurchase agreements and other capital market activities to finance our investments, manage liquidity, improve capital efficiency, support the implementation of our investment strategies, as well as to enhance our potential return on equity. We manage interest rate risk using hedging instruments such as interest rate swaps, swap futures, treasury futures, swaptions, and interest rate caps.

Our investment strategy is intended to be durable across a variety of economic, rate, and credit environments. We seek to approach portfolio management in a disciplined manner and expect to operate in an environment characterized by ongoing uncertainty related to global trade dynamics, fiscal and monetary policy, inflation, labor market conditions, economic growth, and domestic and geopolitical tensions.

Residential Origination Segment

During the fourth quarter we completed the HomeXpress Acquisition, which closed on October 1, 2025. We raised liquidity through staggered sales of select assets, some of which we sourced from our Agency RMBS liquidity allocation and the rest from what we viewed to be fully priced Non-Agency RMBS positions. Separately, we also issued unsecured debt.

The HomeXpress Acquisition represents a strategically significant milestone and broadens our business capabilities. We expect that this acquisition will provide us with direct exposure to the growing residential consumer Non-QM and investor business purpose mortgage loan origination market and will enhance the diversification of our earnings sources beyond our core investment activities. As of December 31, 2025, loans held for sale by HomeXpress constituted approximately 6% of our interest earning assets based on fair value.

HomeXpress is a specialty mortgage lender focused primarily on providing first lien, consumer Non-QM loans, and investor business purpose solutions to the residential housing market on a national basis through mortgage brokers and bankers. Non-

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QM loans are designed for borrowers who do not meet traditional qualified mortgage standards and typically carry higher interest rates and offer more flexible solutions for potential borrowers. Investor business purpose loans are secured by first liens on non-owner occupied 1–8 unit investment rental properties. HomeXpress is a leading originator of these residential mortgage loans and does so substantially on a wholesale basis through independent mortgage brokers and bankers. HomeXpress currently sells all the loans it originates on a servicing-released basis to third-party institutional investors. Warehouse financing is used by HomeXpress to fund these loans from origination through sale. While the residential real estate market and associated mortgage loan origination volumes are heavily influenced by economic factors such as interest rates, housing prices and employment conditions, additional loan origination growth for HomeXpress is expected to be realized from further development of its existing wholesale origination network as well as from the growth in its recent implementation of a non-delegated correspondent channel. Additional growth is also expected from expansion in its FHA, VA and conventional agency-conforming channel and the implementation of delegated correspondent lending platform.

For a full description of our business, see Part 1 – Business in this Annual Report on Form 10-K.

Market Conditions and our Strategy

Interest Rates, Inflation, Labor Markets, and Economic Activity

Interest rates across the U.S. Treasury curve fluctuated throughout the year as market expectations regarding the timing and magnitude of policy easing evolved in response to incoming inflation, labor, and economic data. Short-term interest rates declined over the course of the year alongside expectations for easing monetary policy, while longer-term Treasury yields declined more slowly reflecting continued inflation uncertainty and term-premium dynamics.

Inflation, as measured by the Consumer Price Index (“CPI”), moderated at times during the year but remained above the Federal Reserve’s stated 2.0% objective. CPI inflation ranged between 2.3% and 3.0% on a year-over-year basis during 2025 and ended the year at 2.7%. Shelter costs continued to be a significant contributor to overall inflation, with rates of increase that generally exceeded those of goods and energy prices.

Labor market conditions moderated over the course of the year but remained relatively resilient. The unemployment rate increased to 4.4% at year-end, but still remained historically low, while job gains and broader indicators pointed to an easing labor market trajectory. Economic activity remained solid as real gross domestic product increased at an annualized rate of 3.8% in the second quarter and 4.4% in the third quarter of 2025.

With this backdrop, the Federal Reserve held short term rates steady through the first half of 2025 and eased 25 basis points at each of the final three Federal Open Market Committee meetings, bringing the yearend federal funds target range between 3.50% and 3.75%.

Consistent with these dynamics, the yield curve evolved with a steepening bias during 2025. The two-year Treasury yield dropped 77 basis points during the year to 3.47%, while the ten-year yield declined just 39 basis points, resulting in the yield curve steepening by 38 basis points during 2025.

Housing Market

U.S. housing market conditions in 2025 were shaped by continued affordability challenges and an ongoing imbalance between housing supply and demand. While mortgage interest rates, home prices, insurance costs, and property taxes continued to pressure homebuyer affordability, several of the largest drivers showed signs of easing over the course of the year.

According to the Freddie Mac Primary Mortgage Market Survey, the average 30-year fixed mortgage rate declined from 6.85% at the beginning of the year to 6.15% at year-end, a decrease of approximately 70 basis points, with most of the decline occurring in the second half of 2025.

Housing supply conditions remained constrained, particularly in the existing home market, as elevated mortgage rates continued to limit homeowner mobility. Existing home inventory increased modestly during the year but remained below long-term averages. In contrast, new home supply and construction remained relatively more active. Homebuilders continued to support transaction volumes through the use of mortgage rate buydowns and other incentives, which helped offset affordability pressures and support new home sales despite higher headline financing costs.

Home price growth moderated relative to prior years, and year-over-year national home price appreciation ended the year below consumer wage growth, representing a step toward easing affordability challenges.

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Execution of Our Strategy in 2025

During 2025, we focused on diversifying the portfolio and repositioning the Company as a diversified, vertically integrated residential real estate platform. To execute on these objectives, we exercised redemption rights with respect to several securitized transactions and raised capital organically through re-securitizations of the underlying mortgage loans and loan sales to third parties. We also raised capital through monetizing certain fully valued assets as well as through the issuance of senior unsecured debt. These activities provided the capital necessary as we expanded our platform and mortgage lending capabilities through the acquisition of HomeXpress, increased our allocation to liquid Agency RMBS, made our first investment in MSRs, and began to reshape our allocation of capital, investment mix, and sources of income and earnings.

Full Year and Fourth Quarter 2025 Business Highlights - Investment Portfolio Segment

Investment Activity

Asset Purchases

Agency RMBS. Predominantly starting with the second quarter and through the rest of the year 2025, we purchased approximately $4.3 billion of Agency RMBS, taking advantage of relative value opportunities while simultaneously increasing our liquid securities allocation. These investments allow us to deploy capital in a relatively expedient manner upon raising funds through capital market transactions, asset divestitures, portfolio run-off, or other means and enable us to maintain liquidity that we can access for future investments or other strategic objectives, including business acquisitions. During the fourth quarter we added $606 million of Agency RMBS, net of sales.

MSR Investment. During the third quarter, we gained exposure to a $6.5 billion pool of Fannie Mae MSRs through a third-party servicing partnership. The weighted average interest rate on the loans at the time of acquisition was 4.02% and the weighted average LTV ratio and borrower credit score was 71% and 754, respectively. The purchase price for this investment was $38 million, which represented the net asset value after financing the MSRs by the mortgage loan servicing counterparty. Because MSR valuations typically increase as interest rates rise, offsetting mark-to-market declines on our residential credit portfolio, the MSR allocation is intended to serve as a natural book value hedge to our portfolio. In addition to its hedging characteristics, MSRs are also standalone, income generating assets. The recurring servicing fees, ancillary income, recapture income and float earnings associated with MSRs contribute to earnings while diversifying our interest rate exposure.

RTL Loans. We settled $27 million of business purpose loans during the second quarter that we committed to purchase in the first quarter, funded with warehouse facilities and targeting mid-to-high teen levered returns. These loans were purchased with a weighted average asset yield of 8.46%. We did not purchase any additional RTL loans during the rest of the year.

Asset Sales

Agency CMOs. During the second quarter, we sold Agency CMO securities for $73 million. In addition, we also sold previously purchased Agency RMBS Pass-through securities for $53 million and reallocated the capital to our current portfolio strategy. We received a total of $138 million in net proceeds from this sale and a total of $98 million after paying the financing on these positions. These sales resulted in a net realized loss of $2 million during the quarter, not including any net realized interest income. Proceeds from the sales were largely re-invested in Agency RMBS that increased our liquidity allocation.

Non-Agency and CMBS IO securities. In the third quarter, we also sold $104 million of Non-Agency RMBS subordinate securities, $88 million of Non-Agency RMBS senior securities and $164 million of Agency CMBS IO positions. Net liquidity raised after payment of principal on a secured financing facility that held these securities as collateral was $44 million. These sales generated a realized loss of $8.4 million during the third quarter. In the fourth quarter, we sold $33 million of Non-Agency RMBS subordinate securities. These sales generated a realized loss of $5 million during the fourth quarter.

Non-Agency retained securities. During the third quarter, we sold $237 million of retained bonds from previously issued RPL securitizations and $25 million from previously issued Non-QM and investor securitization for total proceeds of $232 million. Consequently, the retained positions sold will be added to securitized debt as a result of consolidation going forward. Net liquidity raised after payment of principal on a secured financing facility that held these retained bonds as collateral was $72 million.

Non-QM investment loans sales. As a normal discipline of our business operation, we routinely evaluate the potential economic and portfolio benefits of exercising our redemption rights with respect to our sponsored securitizations. These rights provide us with the option to organically raise liquidity by refinancing and/or selling the underlying loans. Through this strategy, during the fourth quarter we redeemed $70 million in securities from the CIM 2022-I1 securitization and sold the

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underlying loans with principal balance of $166 million. After satisfying certain recourse financing obligations, the transaction released approximately $28 million in equity.

Securitization Activity

On January 31, 2025, we sponsored CIM 2025-I1, a $288 million securitization of residential mortgage investor loans. The loans had a weighted average coupon of 7.9%, weighted average FICO scores of 748, and LTV ratio of 64%. Securities issued by CIM 2025-I1, with an aggregate balance of approximately $276 million, were sold in a private placement to institutional investors. These senior securities represented approximately 95.8% of the capital structure. We also retained an option to call the securitized mortgage loans on the earlier of (i) February 25, 2028, or (ii) when the unpaid principal balance is less than or equal to 30% of the unpaid principal balance of the securitized mortgage loans as of the cut-off date. The weighted average cost of debt on securities sold was 5.8%. The securitization is rated by Fitch and Morningstar DBRS. PAS is the asset manager for the securitization.

During the first quarter, we redeemed securities in seven outstanding securitizations and sponsored two new securitizations as further detailed below. The net result of these transactions enabled us to organically generate in excess of $187 million in capital for new investments, while moderately lowering our cost of financing by 17 basis points from a weighted average cost of 6.21% from the seven terminated securitizations to a 6.04% weighted average cost on the two new securitizations. Below we describe these transactions in more detail.

On March 25, 2025, we sponsored two securitizations of residential mortgage loans with an aggregate principal balance of $646 million. The mortgage loans for both securitizations were sourced from the redemption of prior Chimera-sponsored securitizations, including CIM 2021-NR1, CIM 2021-NR2, CIM 2021-NR3, CIM 2021-NR4, CIM 2022-NR1, CIM 2023-NR1, and CIM 2023-NR2.

CIM 2025-R1 was a $392 million securitization of residential mortgage loans. The loans had a weighted average coupon of 5.74%, weighted average FICO scores of 636, and LTV ratio of 50.80%. Securities issued by CIM 2025-R1, with an aggregate balance of approximately $333 million, were sold in a private placement to institutional investors. These senior securities represented approximately 85% of the capital structure. We retained subordinate interests in securities with an aggregate balance of approximately $59 million and certain IOs. We also retained an option to call the securitized mortgage loans on the earlier of (i) March 25, 2027 or (ii) when the aggregate principal amount of the offered notes is less than, or equal to, 10% of the aggregate principal amount of the offered notes as of March 25, 2025. The weighted average cost of debt on securities sold was 5.74%. PAS is the asset manager for the securitization.

CIM 2025-NR1 was a $254 million securitization of residential mortgage loans. The loans had a weighted average coupon of 5.67%, weighted average FICO scores of 597, and LTV ratio of 61.61%. Securities issued by CIM 2025-NR1, with an aggregate balance of approximately $184 million, were sold in a private placement to institutional investors. These senior securities represented approximately 72.50% of the capital structure. We retained subordinate interests in securities with an aggregate balance of approximately $70 million. We also retained an option to call the securitized mortgage loans, at the direction of the majority class B1 certificate holder, beginning on March 25, 2026. The weighted average cost of debt on securities sold was 6.59%. PAS is the asset manager for the securitizations.

Secured Financing Activity

During the first quarter of 2025, we exited a maturing $104 million non-MTM secured facility and separately entered into a new non-MTM secured facility with a principal amount of $167 million that will mature in 18 months in July 2026. The interest rate on the new facility was 412.5 basis points lower than the maturing facility.

In addition, we extended a maturing $407 million non-MTM secured facility by an additional 24 months to February 2027. The old facility had a spread of 375 basis points over SOFR with a maximum rate of 8.75%. The new facility has two separate terms: (i) an approximately $283 million financing facility with a fixed rate of 8.15%, and (ii) an approximately $136 million floating-rate facility at a rate of SOFR +425 basis points.

During the fourth quarter of 2025, our secured financing costs overall declined by 43 basis points for the quarter and 158 basis points for the year, and our secured financing agreements (recourse liabilities) increased by a net $352 million for the quarter, reflecting the deployment of leverage to support our Agency RMBS activities. While the purchase of Agency RMBS securities increased toward the end of the year, our Non-Agency RMBS financing saw a decrease of approximately $74 million during the quarter and $78 million during the year due to asset sales and paydowns.

As of December 31, 2025, we had no outstanding warehouse financing exposure (recourse liabilities) backed by residential mortgage loans, other than a $67 million facility related to business purpose loans for the Investment Portfolio segment.

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At the end of the year, our total recourse financing exposure on our investment portfolio was $5.2 billion. We continue to seek opportunities to finance our retained notes from securitizations with long-term, limited, or, when conditions are appropriate, non-MTM financing facilities. We currently have $1.3 billion, or 25%, of our recourse financing with these types of facilities.

Hedging Activity

Residential Credit Portfolio. We continued to maintain our strategy of using interest rate derivatives to mitigate the impact of interest rates on our future financing costs and protect against the potential for higher interest rates eroding our earnings and dividend paying ability. Our hedging strategy in our residential credit portfolio seeks to limit the impact of higher short-term interest rates, while maintaining optionality in the event interest rates decline in the future.

As of December 31, 2025, we maintained open interest rate hedge positions attributable to the residential credit portfolio that included: (i) a $500 million 3.45% pay-fixed interest rate swap maturing in January 2026, (ii) a $1.0 billion interest rate cap with a strike rate of 3.95% maturing in February 2027, (iii) $50 million 4.05% par rate equivalent pay-fixed two-year Eris swap futures maturing in March 2027, (iv) a $300 million two-year 3.40% pay fixed rate swaption that expires in January 2027, and (v) a $300 million two-year 3.17% pay fixed rate swaption that expires in February 2027.

Agency RMBS Portfolio. Interest rate swaps and swaptions are valuable tools for managing the interest rate and prepayment risks associated with levered Agency RMBS. By strategically using these derivatives, we seek to mitigate these risks, stabilize cash flows, and potentially enhance the overall risk-adjusted returns of the Agency RMBS portfolio. During the quarter, we executed a variety of interest rate derivative transactions across a range of tenors, including $1.7 billion in pay-fixed interest rate swaps. We also closed out interest rate swaps with a range of maturities and underlying swap tenors representing notional balances of $951 million that resulted in net realized loss of $16 million.

As of December 31, 2025, we maintained open interest rate hedge positions attributable to the Agency RMBS portfolio that included: (i) $3.0 billion 3.44% average pay-fixed interest rate swaps with varying maturities, (ii) $60 million 3.87% par rate equivalent pay-fixed ten-year Eris swap futures maturing in June 2035 and $230 million 3.60% par rate equivalent pay-fixed five-year Eris swap futures maturing in June 2030.

Loan Acquisitions. Considering the velocity and magnitude of interest rate movements, we maintain a hedging program to manage the interest rate risk for the time differential between loan purchase commitment and the closing of loans into securitization. We use a combination of various U.S. Treasury futures contracts to hedge our exposure to future financing costs. Our hedging techniques attempt to mitigate the interest rate risk but do not capture the impact of credit spread risk. We did not have any loan commitments or related futures hedges as of the end of the quarter.

Capital Raising Activity

In September, we issued $120 million of 8.875% unsecured senior notes due August 15, 2030. Net of underwriting fees and offering expenses, we received approximately $116 million in proceeds. These notes may be redeemed, in whole or in part, at any time, from time to time, at our option on or after August 15, 2027. While we continue to favor securitized debt as a source of financing for our assets, the ability to issue unsecured debt helps us to further diversify our capital structure and provides long-term financing to support our investment activities. This was our third overall unsecured bond offering over the past two years, resulting in a combined total issuances of approximately $260 million.

Investment and third-party asset management and advisory fees

Through the Palisades Acquisition in December 2024, we started earning investment management and advisory fees. In addition, PAS was hired to provide asset management services for three securitizations issued by Chimera during the year, and we continue to provide services to unaffiliated investors and private credit funds. Palisades’ fee-based income (both transaction and advisory fees) contributed $9 million in revenue during the fourth quarter and $35 million for the full year 2025.

Acquisition of HomeXpress

On October 1, 2025, we completed the acquisition of HomeXpress for total consideration of $272 million, which consisted of (i) cash of $124 million, representing the Adjusted Book Value of HomeXpress as of September 30, 2025, (ii) cash premium of $120 million, and (iii) issuance of 2,077,151 shares of our common stock.

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Fourth Quarter 2025 Business Highlights - Residential Origination Segment

HomeXpress’ loan origination strategy is focused on providing consistent high-quality service to its network of independent mortgage brokers and bankers and having an agile and responsive approach to shifts in market demand for its loan products, institutional investor appetite and regulatory environments. We expect continued growth in loan originations to come from further penetration of HomeXpress’ existing independent mortgage brokers network and the development of new relationships with them and non-delegated correspondent lenders. Our business strategy is also focused on driving loan origination process and operational efficiencies through our customized technology and risk assessment framework so that we can control and enhance the cost of originating our loans. HomeXpress currently sells all the loans it originates on a servicing-released basis to third-party institutional investors for cash premiums. Warehouse financing is used by HomeXpress to fund these loans from origination through sale.

During the fourth quarter of 2025, HomeXpress originated 2,516 mortgage loans for approximately $1.0 billion in principal balance for an average loan balance produced of approximately $412 thousand. Substantially all these loans were consumer Non-QM and investor business purpose loans with approximately 3.7% being FHA, VA and conventional agency-conforming loans. The weighted average interest rate, FICO score and loan-to value on these loans were 7.13%, 739 and 71.6%, respectively.

As of
December 31, 2025
(dollars in thousands)% total
Unpaid principal balance ("UPB") of mortgage loans originated:
Consumer Non-QM and investor business purpose loans originated$997,99196.2%
FHA, VA, Conventional and Jumbo loans originated39,0613.8%
UPB of loans originated$1,037,052100.0%

Secured Financing Activity

HomeXpress maintained a sufficient overall liquidity position during the fourth quarter of 2025 with its cash balances and seven warehouse lines of credit. HomeXpress had a total available capacity of $1.4 billion in warehouse lines as of December 31, 2025, which are all priced utilizing a base pricing of the 30-day SOFR plus a weighted pricing spread of approximately 197 basis points. As of December 31, 2025, HomeXpress held $872 million on unpaid principal balance on the balance sheet that was financed with $802 million of advances from the warehouse lines of credit, with an average advance rate of 92%.

Hedging Activity

Prior to funding a loan, HomeXpress typically enters into an IRLC with the prospective borrower. This IRLC is accounted for as a derivative asset and is valued based on market conditions, loan characteristics, estimated remaining direct expenses, and subject to the anticipated loan funding probability (the “Pull-through Rate”). As of December 31, 2025, the fair value of HomeXpress’ IRLC asset was $4 million. Upon funding of a locked loan, the IRLC is derecognized and the loan is recorded as LHFS at fair value, with origination fees recognized in interest income and direct loan origination costs expensed as incurred. As of December 31, 2025, the total fair value of HomeXpress’ LHFS was $24 million. HomeXpress operates a daily hedging program that utilizes financial instruments (2-year and 5-year U.S. Treasury futures) in an effort to protect its operational results from interest rate risk. The program covers loans from the day the IRLC is issued through the day a loan is committed for sale to an investor. As of December 31, 2025, HomeXpress had hedging instruments with a notional amount of $173 million for U.S. Treasury futures and $199 million for IRLC.

For the fourth quarter of 2025, HomeXpress reported net income of $8 million, inclusive of gain on origination and sale of loans, net, of approximately $21 million, net interest income of $3 million, total operating expenses of approximately $12 million, and amortization of intangibles and depreciation expense of approximately $3 million. Net income, excluding amortization of intangibles and depreciation, resulted in fourth quarter operating income of approximately $11 million. The operating income represented 111 basis points of HomeXpress’ loan origination volume for the quarter.

Operating expenses

Investment Portfolio Segment

Compensation and benefits expenses decreased by $6 million to $8 million during the fourth quarter, primarily due to lower performance-related expense accruals in the current quarter. For the full year 2025, compensation and benefits expenses

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increased by $5 million to $46 million from $41 million in the prior year, reflecting the inclusion of staffing costs from the Palisades Acquisition in December 2024.

Servicing expenses decreased by $1 million during the fourth quarter of 2025 to $6 million from $7 million in the prior quarter, due to lower loan balances and loan counts related to our portfolio reallocation strategy.

For the full year 2025, G&A expenses increased by $5 million to $28 million compared to $23 million in the prior year, driven primarily by the inclusion of a full year of G&A expenses related to Palisades following the acquisition in December 2024.

Transaction expense was $625 thousand for the fourth quarter of 2025, reflecting additional costs incurred related to the HomeXpress Acquisition. For the full year, we recorded transaction expense of $17 million related to the HomeXpress Acquisition, reflecting an increase of $10 million from the prior year.

Residential Origination Segment

We recognized compensation and benefits of $10 million for our Residential Origination segment for the quarter and year ended December 31, 2025, following the acquisition of HomeXpress on October 1, 2025. We recognized G&A expenses of $2 million for our Residential Origination segment for the quarter and year ended December 31, 2025, following the acquisition of HomeXpress on October 1, 2025. No such expenses were recognized in the prior reporting periods.

Inducement Grants for HomeXpress employees

On September 19, 2025, the Compensation Committee of the Board of Directors (the “Compensation Committee”) approved grants of restricted stock units (“RSUs”), effective October 1, 2025, representing an aggregate of up to 540,000 shares of our common stock, of which 533,391 were granted, under the Chimera Investment Corporation 2025 Inducement Award Plan (the “Award Plan”) to up to 300 individuals offered employment with Chimera in connection with our acquisition of HomeXpress.

In accordance with NYSE Rule 303A.08, the grants were made exclusively to individuals employed by HomeXpress at the time as a material inducement to such individual’s continued service following our acquisition of HomeXpress. The Award Plan reserves up to 540,000 shares of our common stock to be used for inducement grants.

Each grant of RSUs will generally vest in full upon the third anniversary of the grant date, subject to the recipient’s continued service through such vesting date. All of the RSU awards are subject to the terms of the Award Plan and the grant agreements covering such awards.

Earnings and Book Value

During 2025, we diversified our portfolio and positioned it to maintain flexibility and to meet liquidity needs as they arise. In parallel, we continued to evaluate and execute selective asset dispositions related to investments that we believe to be fully valued, not meeting our risk-adjusted return objectives, and/or are no longer consistent with our long-term portfolio objectives. These asset sales were comprised primarily of retained securities from sponsored securitizations and Non-Agency RMBS, with proceeds being redeployed into higher-returning investments to enhance our earnings power, dividend paying ability, and return on equity. We also continue to grow our sources of income, a growth that began with the Palisades Acquisition and continued with the HomeXpress Acquisition that closed on October 1, 2025.

During the quarter, spreads on mortgage loans were relatively unchanged from the third quarter while securitized products continued to tighten. Spread tightening and a steeper yield curve had a more pronounced effect on the bonds issued through our securitization programs than in the underlying mortgage loan assets that we consolidate. As a result, the fair value of our securitized debt liabilities increased more than the fair value of the related mortgage loans.

This dynamic, along with elevated transaction during the fourth quarter, contributed to a decrease in book value per share of 2.7%, to $19.70 as of December 31, 2025, as compared to $20.24 in the prior quarter. For the year ended December 31, 2025, our book value per common share remained relatively unchanged at $19.70, as compared to $19.72 for the year ended December 31, 2024. We declared $1.48 common stock dividends per share in 2025. Our economic return on book value, which includes the overall change in book value for the period plus dividends, was (0.9)% for the fourth quarter and 7.4% for the full year of 2025.

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Strategy Outlook

We continue to focus on building a diversified residential platform that can generate income from assets, gains on sale, and fees from operations with the long-term goal of growing both dividends and overall business value. Specifically, we will continue to look for opportunities to grow and diversify our portfolio, increase liquidity and grow our fee-based income revenue streams.

With respect to our portfolio, while we intend to continue to look for opportunities to securitize mortgage loans (whether we manufacture or acquire the loans), we expect to grow our Agency RMBS and MSR portfolios. In addition to supporting our regulatory compliance, we believe that a larger Agency RMBS portfolio will provide portfolio diversity, more stable dividends, a source of liquidity for opportunistic asset and business acquisitions, as well as allowing us to grow our fee-based operations, and protection in periods of volatility. We also intend to look at opportunities to acquire additional MSRs, which we believe will help hedge our loan portfolio, as well as provide a diverse source of income for our dividends.

With the HomeXpress and Palisades acquisitions, we have embarked on our strategy of enhancing returns to our shareholders through diversification of revenue from fee-based income. As we move into 2026 and beyond, we will look for opportunities to grow our residential operating platform both organically and through acquisitions. We believe that HomeXpress is well positioned to grow originations in 2026 and we will continue to assess the strategy of selling versus retaining the loan production volume of HomeXpress, considering how it affects our short-term results and long-term earnings potential. HomeXpress views its loan origination volumes, its loan sale premiums and its cost efficiency to be its key performance indicators and uses these to measure management’s effectiveness in realizing its objectives. With respect to our non-discretionary advisory business, we anticipate heightened competition may pressure client flow volumes which may lead to margin compression across existing and potential client relationships. We will however, continue to navigate through the market challenges and look to maintain and/or grow our non-discretionary investment management and advisory services through a combination of organic and external growth, depending on opportunities and market conditions.

We will continue to seek other opportunities to acquire platforms that we believe will be synergistic and accretive. We believe such opportunities exist and expect acquisitions to continue to be a source of growth and diversification.

Funds for these portfolio diversification and growth initiatives will come from both our existing portfolio, as we return to our re-lever strategy, and the capital markets. We expect to call, and if market conditions are appropriate, either sell loans or re-securitize our NR securitizations, as well as some of our R securitizations, in 2026. Our ability to call and either sell or resecuritize the loans, as well as access the capital markets will depend on a number of factors, including the breakeven economic re-investment rate, relative value opportunity and liquidity needs, among others.

Business Operations

Net Income Summary

The table below presents our net income on a GAAP basis for the years ended December 31, 2025, 2024, and 2023.

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Net Income
(dollars in thousands, except share and per share data)
For the Years Ended
December 31, 2025December 31, 2024December 31, 2023
Net interest income:
Interest income (1)$821,343$760,950$772,904
Interest expense (2)554,924496,274509,541
Net interest income266,419264,676263,363
Increase in provision for credit losses15,7059,83811,371
Other income (losses):
Net unrealized gains (losses) on derivatives10,3712,963(6,411)
Realized losses on derivatives(33,352)(21,540)(40,957)
Periodic interest on derivatives, net20,37523,78017,167
Net gains (losses) on derivatives(2,606)5,203(30,201)
Investment management and advisory fees35,3822,710
Interest income from investment in MSR financing receivables, net (3)520
Net unrealized gains on financial instruments at fair value81,73510,81134,373
Net realized losses on sales of investments(23,192)(5,219)(31,234)
Gains on extinguishment of debt2,1423,875
Other investment gains5,7339,5431,091
Gain on origination and sale of loans, net20,590
Total other income (losses)120,30423,048(22,096)
Other expenses:
Compensation and benefits (4)56,70241,36430,570
General and administrative expenses29,99523,20125,117
Servicing and asset manager fees27,73729,79532,624
Amortization of intangibles and depreciation expenses7,183321
Transaction expenses16,6347,09115,379
Total other expenses138,251101,772103,690
Income before income taxes232,767176,114126,206
Income taxes2,26849102
Net income$230,499$176,065$126,104
Dividends on preferred stock86,03185,73673,750
Net income available to common shareholders$144,468$90,329$52,354
Net income per share available to common shareholders:
Basic$1.76$1.12$0.68
Diluted$1.72$1.10$0.68
Weighted average number of common shares outstanding:
Basic82,175,11180,976,74576,685,785
Diluted83,942,70482,157,62277,539,289
Dividends declared per share of common stock$1.48$1.42$2.10

(1) Includes interest income of consolidated VIEs of $557,046, $640,499 and $593,384 for the years ended December 31, 2025, 2024, and 2023 respectively.

(2) Includes interest expense of consolidated VIEs of $283,722, $293,509, and $282,542 for the years ended December 31, 2025, 2024, and 2023, respectively.

(3) Includes interest income from investment in MSR financing receivables of a consolidated VIE of $709, $0 and $0 for the years ended December 31, 2025, 2024 and 2023, respectively.

(4) Includes a related-party, non-cash imputed compensation expense from the Palisades Acquisition of $1,364, $10,296, and $0 for the years ended December 31, 2025, 2024 and 2023, respectively.

See accompanying notes to the consolidated financial statements.

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Results of Operations for the Years Ended December 31, 2025 and 2024.

The primary source of income for our Investment Portfolio segment is interest income earned on our assets, net of interest expense paid on our financing liabilities, and investment and asset management fees earned through our investment management and advisory business.

The primary source of income for our Residential Origination segment is derived from our mortgage lending activities and includes certain fees collected at the time of origination and gain or loss from the sale of LHFS. Loan origination income reflects the fees earned, net of lender credits from originating the loans. These consist of fees related to loan origination, discount points, underwriting, processing and other fees.

For the year ended December 31, 2025, our net income available to common shareholders was $144 million, or $1.76 per average basic common share, compared to a net income of $90 million, or $1.12 per average basic common share for year ended December 31, 2024. The increase in net income available to common shareholders for the year ended December 31, 2025, as compared to the year ended December 31, 2024, was primarily driven by an increase in net unrealized gains on financial instruments at fair value of $71 million, an increase in investment management and advisory fees of $33 million related to a full year of customized solutions offerings, and an increase in net unrealized gains on derivatives of $7 million. This was offset by an increase in net realized losses on sales of investments of $18 million, an increase in realized losses on derivatives of $12 million, an increases to compensation and benefits of $15 million due to the inclusion of staffing costs from the Palisades Acquisition in December 2024, an increase in transaction expenses of $10 million related to a combination of the HomeXpress Acquisition and higher securitization activity, and an increase in amortization of intangibles and depreciation of $7 million related to the newly acquired intangible assets as part of the business acquisitions.

Interest Income

Our interest income revenues are driven primarily by our Investment Portfolio segment. Interest income increased by $60 million, or 7.9%, to $821 million for the year ended December 31, 2025 as compared to $761 million, for the year ended December 31, 2024. This increase was primarily driven by our Agency Pass-through purchases during the period, resulting in an increase in interest income on our Agency RMBS portfolio of $77 million as compared to the year ended December 31, 2024. The increase was also related to interest income of $13 million on loans held for sale following the acquisition of HomeXpress as reported within our Residential Origination segment. The increase in interest income is offset by decreases in income on our Non-agency RMBS and Loans held for investment portfolios of $10 million and $21 million, respectively, due to asset sales and paydowns during the year.

Interest Expense

Interest expense increased by $59 million, or 11.8%, to $555 million for the year ended December 31, 2025, as compared to $496 million for the year ended December 31, 2024. The increase was primarily driven by an increase in interest expense on our secured financing agreements collateralized by Agency RMBS of $52 million, driven by higher borrowings to finance our Agency CMO and Agency Pass-through purchases, reflecting the deployment of leverage to support our Agency RMBS activities, during the year ended December 31, 2025 as compared to the prior year. Additionally, the interest expense on our Long Term Debt increased to $17 million during the year ended December 31, 2025 as compared to $7 million for the year ended December 31, 2024, driven by our additional unsecured long term debt issuance during the year to support our investment activities. The increase was also driven by the additional interest expense of $10 million on warehouse financing used by HomeXpress to fund our loans from origination through sale.

The increase in interest expense was offset by a decrease in our interest expense on secured financing agreements collateralized by Non-Agency RMBS of $12 million for the year ended December 31, 2025, as compared to the year ended December 31, 2024, due to a reduction in our average secured financing agreements collateralized by Non-Agency RMBS through asset sales and paydowns. Additionally, our interest expense on Securitized debt decreased by $2 million due to a reduction in our average securitized debt balance of $524 million during the year ended December 31, 2025, as compared to the year ended December 31, 2024.

Economic Net Interest Income - Investment Portfolio Segment

Economic net interest income of our Investment Portfolio is a non-GAAP financial measure that equals GAAP net interest income adjusted for net periodic interest on derivatives, interest income from Residential Origination segment and interest income from investment in MSR financing receivables, and excludes interest earned on cash and interest expense from our Residential Origination segment. For the purpose of computing economic net interest income and ratios relating to cost of funds measures throughout this section, interest expense includes net payments on our derivatives, which is presented as a part of Net gains (losses) on derivatives in our Consolidated Statements of Operations. Interest rate swaps, Interest rate cap and Swap

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futures are used to manage the increase in interest paid on secured financing agreements in a rising rate environment. Presenting the net contractual interest payments on interest rate derivatives with the interest paid on interest-bearing liabilities reflects our total contractual interest payments. We believe this presentation is useful to investors because it depicts the economic value of our investment strategy by showing all components of interest expense and net interest income of our investment portfolio. However, Economic net interest income should not be viewed in isolation and is not a substitute for net interest income computed in accordance with GAAP. Where indicated, interest expense, adjusting for any interest earned on cash, is referred to as Economic interest expense. Where indicated, net interest income reflecting net periodic interest on derivatives and any interest earned on cash, is referred to as Economic net interest income.

The following table reconciles the Economic net interest income to GAAP net interest income and Economic interest expense to GAAP interest expense for the periods presented.

GAAP Interest IncomeInterest Income on Mortgage Loan OriginationOther (1)Economic Interest IncomeGAAP Interest ExpensePeriodic Interest On Derivatives, net & Interest Expense on Mortgage Loan OriginationEconomic Interest ExpenseGAAP Net Interest IncomePeriodic Interest On Derivatives, netOther (1)Net Interest Income on Mortgage Loan OriginationEconomic Net Interest Income
For the Year Ended December 31, 2025$821,343$(12,355)$(8,796)$800,192$554,924$(30,054)$524,870$266,419$20,375$(8,796)$(2,676)$275,322
For the Year Ended December 31, 2024$760,950$$(7,352)$753,598$496,274$(23,780)$472,494$264,676$23,780$(7,352)$$281,104
For the Year Ended December 31, 2023$772,904$$(9,871)$763,033$509,541$(17,167)$492,374$263,363$17,167$(9,871)$$270,659
For the Quarter Ended December 31, 2025$220,328$(12,355)$(3,540)$204,433$154,150$(15,101)$139,049$66,178$5,422$(3,540)$(2,676)$65,384
For the Quarter Ended September 30, 2025$209,100$$(2,204)$206,896$144,089$(5,751)$138,338$65,011$5,751$(2,204)$$68,558
For the Quarter Ended June 30, 2025$201,297$$(2,002)$199,295$135,287$(5,067)$130,220$66,010$5,067$(2,002)$$69,075
For the Quarter Ended March 31, 2025$190,616$$(1,050)$189,566$121,397$(4,135)$117,262$69,219$4,135$(1,050)$$72,304

(1) Primarily interest income on cash and cash equivalents from our Portfolio and Residential Origination segments and interest income from investment in MSR financing receivables.

Net Interest Rate Spread - Investment Portfolio Segment

The following tables show our average earning assets held, interest earned on assets, yield on average interest earning assets, average debt balance, economic interest expense, economic average cost of funds, economic net interest income and net interest rate spread for the periods presented.

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For the Quarters Ended
December 31, 2025September 30, 2025December 31, 2024
(dollars in thousands)(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1)(4):
Agency RMBS (3)$2,975,920$40,1595.4%$2,520,146$34,1085.9%$19,136$3036.3%
Agency CMBS40,3914174.1%41,0624644.5%105,2701,1384.3%
Non-Agency RMBS (3)763,95724,73512.9%872,03727,87212.5%950,36629,61112.5%
Loans held for investment10,027,070139,1025.5%10,482,981143,9525.5%11,882,662158,5015.3%
MSR(5)38,221200.2%38,2215005.2%%
Total$13,845,559$204,4335.9%$13,954,447$206,8965.9%$12,957,434$189,5535.9%
Liabilities and stockholders' equity:
Interest-bearing liabilities (2)(4):
Secured financing agreements collateralized by:
Agency RMBS (3)$2,913,324$27,5234.3%$2,450,389$24,1604.7%$$%
Agency CMBS30,8993294.3%30,7043554.6%75,8471,0715.6%
Non-Agency RMBS (3)491,4726,2175.1%565,8717,3785.2%710,55013,5617.6%
Loans held for investment1,533,34926,1416.8%1,752,31730,2146.9%1,761,18830,2986.9%
Securitized Debt7,177,46872,4744.0%7,321,24072,2853.9%8,422,01776,3273.6%
Long Term Debt (3)259,7506,3659.8%158,2123,94610.0%%
Total$12,406,262$139,0494.5%$12,278,733$138,3384.5%$10,969,602$121,2574.4%
Economic net interest income/net interest rate spread$65,3841.4%$68,5581.4%$68,2961.5%
Net interest-earning assets/net interest margin$1,439,2971.9%$1,675,7142.0%$1,987,8322.1%
Ratio of interest-earning assets to interest bearing liabilities1.121.141.18
(1) Interest-earning assets at amortized cost.
(2) Interest includes periodic interest on derivatives, net.
(3) These amounts have been adjusted to reflect the daily outstanding averages for which the financial instruments were held during the period.
(4) This table excludes interest-bearing assets and liabilities of our Residential Origination segment. Our Residential Origination segment includes average assets of $775 million, average liabilities of $621 million, interest income of $13 million, interest expense of $10 million, and net interest income of $3 million.
(5) The average balance amount represents committed capital by the Company during the period.

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For the Years Ended
December 31, 2025December 31, 2024
(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1)(4):
Agency RMBS (3)$2,298,260$101,0755.6%$631,883$23,8926.3%
Agency CMBS41,1122,6936.6%49,5932,3214.7%
Non-Agency RMBS (3)896,477109,16512.1%978,131119,33512.2%
Loans held for investment10,603,115586,7395.5%11,337,205608,0495.4%
MSR (5)38,2215205.4%%
Total$13,877,185$800,1925.8%$12,996,812$753,5985.8%
Liabilities and stockholders' equity:
Interest-bearing liabilities (2)(4):
Secured financing agreements collateralized by:
Agency RMBS (3)$2,188,583$68,8414.5%$540,735$16,8605.2%
Agency CMBS30,5091,3694.5%35,5551,9515.5%
Non-Agency RMBS (3)583,96032,4945.6%661,78144,6496.7%
Loans held for investment1,737,540113,4346.5%1,709,150108,8916.4%
Securitized Debt7,407,162291,4733.9%7,930,785293,5093.7%
Long Term Debt (3)174,46117,2599.9%110,0506,6349.9%
Total$12,122,215$524,8704.3%$10,988,056$472,4944.3%
Economic net interest income/net interest rate spread$275,3221.5%$281,1041.5%
Net interest-earning assets/net interest margin$1,754,9702.0%$2,008,7562.2%
Ratio of interest-earning assets to interest bearing liabilities1.141.18
(1) Interest-earning assets at amortized cost.
(2) Interest includes periodic interest on derivatives, net
(3) These amounts have been adjusted to reflect the daily outstanding averages for which the financial instruments were held during the period.
(4) This table excludes interest-bearing assets and liabilities of our Residential Origination segment. Our Residential Origination segment includes average assets of $775 million, average liabilities of $621 million, interest income of $13 million, interest expense of $10 million, and net interest income of $3 million.
(5) The average balance amount represents committed capital by the Company during the period.

Economic Net Interest Income and the Average Earning Assets - Investment Portfolio Segment

Our Economic net interest income (which is a non-GAAP measure, see “Economic net interest income” discussion earlier for details) decreased by $6 million to $275 million for the year ended December 31, 2025, from $281 million for the year ended December 31, 2024. Our net interest rate spread, which equals the yield on our average interest-earning assets less the economic average cost of funds, remained relatively unchanged at 1.5% for the years ended December 31, 2025 and 2024, respectively.

Our Average net interest-earning assets decreased by $254 million to $1.8 billion for the year ended December 31, 2025, compared to $2.0 billion for the same period of 2024. Our net interest margin, which equals the yield on our average interest-earning assets less the economic average cost of funds, decreased by 20 basis points for the year ended December 31, 2025, as compared to the year ended December 31, 2024.

Economic Interest Expense and the Cost of Funds - Investment Portfolio Segment

The borrowing rate at which we are able to finance our assets using secured financing agreements is typically correlated to SOFR and the term of the financing. The borrowing rate on the majority of our securitized debt is fixed and correlated to the term of the financing. The table below shows our average borrowed funds, Economic interest expense, average cost of funds (inclusive of periodic interest on swaps and Swap futures), average one-month SOFR, average three-month SOFR and average one-month SOFR relative to average three-month SOFR.

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Average Debt BalanceEconomic Interest ExpenseAverage Cost of FundsAverage One-Month SOFRAverage Three-Month SOFRAverage One-Month SOFR Relative to Average Three-Month SOFR
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2025$12,122,215$524,8704.30%4.21%4.11%0.09%
For The Year Ended December 31, 2024$10,988,056$472,4944.30%5.09%5.02%0.07%
For The Year Ended December 31, 2023$11,244,670$492,3744.38%5.07%5.17%(0.10)%
For the Quarter Ended December 31, 2025$12,406,262$139,0494.50%3.91%3.82%0.09%
For the Quarter Ended September 30, 2025$12,278,733$138,3384.50%4.29%4.05%0.24%
For the Quarter Ended June 30, 2025$11,501,566$130,2204.50%4.32%4.30%0.02%
For the Quarter Ended March 31, 2025$10,769,436$117,2624.40%4.31%4.30%0.01%

Average interest-bearing liabilities increased by $1.1 billion for the year ended December 31, 2025, as compared to the year ended December 31, 2024. Economic interest expense increased by $52 million for the year ended December 31, 2025, as compared to the year ended December 31, 2024, due to an increase in borrowings under our secured financing agreements to fund our Agency RMBS purchases.

While we may use interest rate hedges to mitigate risks related to changes in interest rate, the hedges may not fully offset interest expense movements.

Provision for Credit Losses

For the year ended December 31, 2025, we recorded an increase in provision for credit losses of $16 million, as compared to an increase in provision of credit losses of $10 million for the year ended December 31, 2024. The changes in provision for credit losses for the year ended December 31, 2025, as compared to the year ended December 31, 2024, are primarily due to a deterioration in cashflows on a combination of Non-Agency senior and subordinated bonds.

Net Gains (Losses) on Derivatives

We use derivatives to economically hedge the effects of changes in interest rates on our portfolio, specifically our secured financing agreements. Unrealized gains and losses include the change in market value, period over period, on our derivatives portfolio. Changes in market value are generally a result of changes in interest rates. We may or may not ultimately realize these unrealized derivative gains and losses depending on trade activity, changes in interest rates and the values of the underlying securities. The net gains and losses on our derivatives include both unrealized and realized gains and losses. Realized gains and losses include the net cash paid and received on our derivatives portfolio during the period as well as sales, terminations and settlements related to our derivatives portfolio.

The tables below show a summary of our net gains (losses) on derivative instruments for the years ended December 31, 2025, 2024 and 2023.

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For the Years Ended
December 31, 2025December 31, 2024December 31, 2023
(dollars in thousands)
Periodic interest on derivatives, net$20,375$23,780$17,167
Realized gains (losses) on derivative instruments, net:
Interest rate swaps(25,774)(17,317)(45,226)
Swap futures(2,037)
Treasury futures82(4,223)(6,344)
Swaptions(5,623)10,613
Total realized gains (losses) on derivative instruments, net(33,352)(21,540)(40,957)
Unrealized gains (losses) on derivative instruments, net:
Interest rate swaps23,5204,224497
Swap futures(4,618)
Treasury futures(117)117
Swaptions(1,045)(1,378)(6,908)
Interest rate cap(7,369)
Total unrealized gains (losses) on derivative instruments, net:10,3712,963(6,411)
Total gains (losses) on derivative instruments, net$(2,606)$5,203$(30,201)

In addition, the net gains (losses) attributable to derivatives on our Residential Origination segment was $1.2 million for the year ended December 31, 2025 which is reported in Gain on origination and sale of loans, net, in our Consolidated Statements of Operations.

During the years ended December 31, 2025 and 2024, we recognized total net losses on derivatives of $3 million and total net gains on derivatives of $5 million, respectively. Changes in market value are generally a result of changes in interest rates. We may or may not ultimately realize these unrealized derivative gains and losses depending on trade activity, changes in interest rates and the values of the underlying securities.

Interest Rate Swaps

The weighted average pay rate on our interest rate swaps at December 31, 2025 was 3.44% and the weighted average receive rate was 3.87%. At December 31, 2025, the weighted average maturity on our interest rate swaps was less than 6 years. During the year ended December 31, 2025, we had net realized losses of $26 million related to the interest rate swaps.

The weighted average pay rate on our interest rate swaps at December 31, 2024 was 3.56% and the weighted average receive rate was 4.49%. At December 31, 2024, the weighted average maturity on our interest rate swaps was less than one year.

We had net realized losses of $26 million related to swap terminations during the year ended December 31, 2025. We had a realized loss of $17 million related to the maturity of one swap during the year ended December 31, 2024.

Swap Futures

During the year ended December 31, 2025, we had Swap futures with a notional of $340 million. We had net realized losses of $2 million related to swap futures terminations during the year ended December 31, 2025.

Swaptions

During the year ended December 31, 2025, we had swaptions with a notional of $600 million. We had net realized losses of $6 million related to swaptions during the year ended December 31, 2025. During the year ended December 31, 2024, we did not have any swaption terminations.

Interest Rate Cap

During the year ended December 31, 2025, we entered into an interest rate cap. We paid $7 million for a $1.0 billion notional two-year interest rate cap with a strike rate of 3.95% on SOFR as the market reference rate. At December 31, 2024, we held no interest rate caps.

Treasury Future Contracts

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For our Investment Portfolio segment, during the year ended December 31, 2025, we covered our open short position of 1,000 two-year U.S. Treasury Futures contracts for a net realized gain of $82 thousand. During the year ended December 31, 2024, we entered into 1,391 short 5-year and 1,684 short 5-year U.S. Treasury futures contract with a notional of $139 million and $168 million, respectively, which we subsequently covered for a net realized loss of $5 million. Additionally, we covered and reopened our existing open 2-year U.S Treasury futures contract position for a realized gain of $641 thousand. We are short 1,000 2-year U.S. Treasury futures contract at December 31, 2024.

For the Residential Origination segment, during the year ended December 31, 2025, we entered into 360 short 5-year and 1,400 short 2-year U.S. Treasury futures contract with notional amounts of $36 million and $280 million respectively, which we subsequently covered for net realized gain of $31 thousand. We are short 197 5-year and 765 2-year U.S. Treasury futures contracts at December 31, 2025.

Interest Rate Lock Commitments

For the Residential Origination segment, we enter into IRLCs with prospective borrowers to originate mortgage loans at a specified interest rate. This creates a derivative asset which is valued based on market conditions, loan characteristics, estimated remaining direct expenses, and subject to the Pull-through Rate. As of December 31, 2025, HomeXpress’ total IRLC asset had a notional amount of $200 million and a fair value of $4 million.

Changes in our derivative positions were primarily a result of changes in our secured financing composition and changes in interest rates.

Long Term Debt Expense

During the second quarter of 2024, we issued $65 million aggregate principal amount of 9.00% unsecured senior notes due 2029 that pay quarterly interest. After deducting the underwriting discount and other debt issuance costs, we received approximately $251 million of proceeds.

During the third quarter of 2024, we issued $75 million aggregate principal amount (including the additional amount

issued pursuant to the exercise of the over-allotment option) of 9.25% unsecured senior notes due 2029 that pay quarterly interest. After deducting the underwriting discount and other debt issuance costs, we received approximately $72 million of proceeds.

During the third quarter of 2025, we issued $120 million aggregate principal amount (including the additional amount

issued pursuant to the exercise of the over-allotment option) of 8.875% unsecured senior notes due 2030 that pay quarterly interest. After deducting the underwriting discount and other debt issuance costs, we received approximately $116 million of proceeds.

At December 31, 2025, the outstanding principal amount of these notes was $260 million and the accrued interest payable on this debt was $3 million. At December 31, 2025, the unamortized deferred debt issuance cost was $8 million. The net interest expense was $17 million and $7 million for the years ended December 31, 2025 and 2024, respectively.

Investment management and advisory fees

During the fourth quarter of 2024, we started earning investment management and advisory fees through certain investment management agreements entered into with our investment partnerships and privately offered pooled investment vehicles, insurance companies, and other institutional clients. We recognized investment management and advisory fees of $35 million and $3 million for the years ended December 31, 2025 and 2024, respectively.

Gain on origination and sale, net

Gain on origination and sale, net, represents the primary source of revenue for our Residential Origination segment. During the fourth quarter of 2025, revenue derived from our mortgage lending activities includes certain fees collected at the time of origination, gain or loss from the sale of LHFS, net change in the valuations of the IRLC and LHFS, realized and unrealized change in value of the derivative instruments, provisions or benefit for loan repurchase reserves and the direct loan originations costs, net.

Loan origination income, net, reflects the fees earned, net of lender credits from originating the loans. These consist of fees related to loan origination, discount points, underwriting, processing and other fees. Lender credits typically are related to rebates or concessions for certain loan origination costs.

Premiums from loan sales and the mark-to-market changes of LHFS include both the realized and unrealized gains and losses on the sale of LHFS and are included in Gain on origination and sales of loans, net. The valuation of LHFS approximates the

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servicing released market value of a loan sold to a private investor. Unrealized gains from derivative instruments are the net change in value of the IRLC derivative asset and the hedge derivatives.

Benefits (provision) for loan repurchase reserves records the net change in the estimated losses retaining to reps and warrant associated with a mortgage loan sale.

Direct loan origination costs, net, are the direct expenses associated with the origination of a mortgage loan. These costs include loan verification services, interim servicing expenses, third party due diligence fees, and commissions to sales employees. Under fair value accounting these expenses are realized when a loan funds.

We recognized gain on origination and sale of loans, net, of $21 million for the year ended December 31, 2025 following the acquisition of HomeXpress on October 1, 2025.

Interest Income from investment in MSR financing receivables

During the year ended December 31, 2025, we entered into purchase agreements to acquire base and excess servicing compensation rights, also known as MSRs, associated with a $6.5 billion portfolio of mortgage loans from a licensed, GSE-approved residential mortgage loan servicer. In these arrangements, the licensed servicer holds legal title to the MSRs and is responsible for performing all servicing activities, while we provide financing or capital support and, in return, receive the economic benefits of a base and excess servicing spread.

We entered into a Reference Spread Agreement for Agency Loans to purchase the base servicing fee on the mortgage servicing loans at a rate of 12.5 basis points less the cost of servicing and other ancillary fees and income. We also entered into a True Excess Spread Agreement for FNMA Loans entitling us to monthly distributions of the servicing fees collected by the mortgage loan servicer in excess of 12.5 basis points per annum and other related servicing cash flows.

Recurring servicing fees, ancillary income, recapture income, and float earnings associated with MSRs are recognized on a cash basis when earned and received. We recognized interest income on our investments in MSR financing receivables, net, of $520 thousand for the year ended December 31, 2025.

Net Unrealized Gains (Losses) on Financial Instruments at Fair Value

During the year ended December 31, 2025, the Federal Reserve cut rates three times by 25 basis points each, bringing the year end range to 3.50%-3.75%. Interest rates generally tracked lower during the year, with the two-year treasury falling 77 basis points to 3.47%, and the ten-year treasury yield dropping 40 basis points to 4.17% at year end. We recorded net unrealized gains on financial instruments at fair value of $82 million and $11 million for the years ended December 31, 2025 and 2024, respectively.

Gains and Losses on Sales of Assets

We do not forecast sales of investments as we generally expect to invest for long-term gains. However, from time to time, we may sell assets to create liquidity necessary to pursue new opportunities, to achieve targeted leverage ratios, as well as for gains when prices indicate a sale is most beneficial to us, or is the most prudent course of action to maintain a targeted risk-adjusted yield for our investors.

During the year ended December 31, 2025, we rebalanced a portion of our investment portfolio and sold certain Agency CMO, Non-Agency RMBS and Loans held for investment assets, which resulted in a net realized loss of $23 million. Proceeds from these sales were largely re-invested in Agency RMBS Pass-through securities and enabled us to maintain liquidity which can be used for investments or acquisitions. During the year ended December 31, 2024, we sold Agency CMBS and Agency CMO assets. These sales resulted in a net realized losses of $5 million.

Gain and Loss on Extinguishment of Debt

When we acquire our outstanding securitized debt, we extinguish the outstanding debt and recognize a gain or loss based on the difference between the carrying value of the debt and the cost to acquire the debt which is reflected in the Consolidated Statements of Operations as a gain or loss on extinguishment of debt.

Securitized Debt Collateralized by Non-Agency RMBS

We did not acquire any securitized debt collateralized by Non-Agency RMBS during the years ended December 31, 2025 and 2024.

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Securitized Debt Collateralized by Loans Held for Investment

We acquired securitized debt collateralized by Loans held for investment with an amortized cost balance of $384 million for $382 million during the year ended December 31, 2025. We did not acquire any securitized debt collateralized by loans held for investment during the year ended December 31, 2024.

Compensation, General and Administrative Expenses and Transaction Expenses

The table below shows our total compensation and benefits expense, general and administrative, or G&A expenses, and transaction expenses as compared to average total assets and average equity for the periods presented.

Total Compensation, G&A and Transaction ExpensesTotal Compensation, G&A and Transaction Expenses/Average AssetsTotal Compensation, G&A and Transaction Expenses/Average Equity
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2025$103,3310.72%3.99%
For The Year Ended December 31, 2024$71,6560.55%2.73%
For The Year Ended December 31, 2023$71,0670.53%2.74%
For the Quarter Ended December 31, 2025$28,1640.73%4.38%
For the Quarter Ended September 30, 2025$30,6230.82%4.72%
For the Quarter Ended June 30, 2025$18,8650.54%2.86%
For the Quarter Ended March 31, 2025$25,6800.78%3.97%

Compensation and benefits costs were approximately $57 million and $41 million for the year ended December 31, 2025 and December 31, 2024. The increase in Compensation and benefits costs for the year ended December 31, 2025 compared to the year ended December 31, 2024, was driven by higher overall compensation expense related to the increase in employee headcount and expenses related to the acquisitions of Palisades and HomeXpress.

G&A expenses were approximately $30 million and $23 million for the year ended December 31, 2025 and December 31, 2024. G&A expenses are primarily comprised of legal, market data and research, auditing, consulting, information technology, rent and independent investment consulting expenses.

During the year ended December 31, 2025, we incurred transaction expenses of $17 million in relation to the HomeXpress Acquisition. During the year ended December 31, 2024, we incurred transaction expenses of $7 million due to Palisades Acquisition and securitization activity.

Servicing and Asset Manager Fee Expense

Servicing fees and asset manager expenses were $28 million and $30 million for the year ended December 31, 2025 and December 31, 2024, respectively. These servicing fees are primarily related to the servicing costs of the whole loans held in consolidated securitization vehicles and are paid from interest income earned by the VIEs. Servicing fees generally ranged from 2 to 50 basis points of unpaid principal balances of our consolidated VIEs. Servicing and asset manager fee expense decreased by $2 million year over year due to lower loan balances and loan counts at December 31, 2025 related to our portfolio reallocation during the year. Servicing fees paid by the Residential Origination unit are for the interim servicing of loans from organization to sale and are included in Gain on origination and sale of loans, net, in our Consolidated Statements of Operations.

Amortization of intangibles and depreciation expenses

We recognized intangible assets related to investment management agreements, internally developed software, developed technology, broker relationships, trade name and licenses acquired in the acquisitions. The long-lived fixed assets are comprised of leasehold improvements, furniture and fixtures, and computers. The fixed assets and intangible assets are depreciated or amortized over their estimated useful lives. We acquired both intangible assets and long-lived fixed assets through the acquisitions of Palisades and HomeXpress during the fourth quarters of 2024 and 2025, respectively. During the years ended December 31, 2025 and December 31, 2024, we recognized amortization of intangible assets and depreciation expense of $7 million and $321 thousand, respectively.

Segment Results of Operations

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Investment Portfolio segment

The Investment Portfolio segment consists of our investments and third-party advisory services activities, and is comprised of our investments and financial assets including (i) MSR Related Investments, (ii) Real Estate Securities, (iii) Properties and Residential Mortgage Loans, (iv) Consumer loans and (v) certain ancillary investments and equity method investments, as well as associated financing, hedging, and various allocable expenses. These activities were previously reflected within our single reportable segment prior to the 2025 segment reevaluation.

Residential Origination segment

In conjunction with the HomeXpress Acquisition, the Residential Origination segment consists of our stand-alone mortgage origination business of HomeXpress that originates consumer Non-QM, investor business purpose, and other Non-Agency and Agency mortgage loan products, and includes the related goodwill, intangible assets, and direct expenses, plus HomeXpress-related residential whole loans and real estate owned.

The following presents, for each reportable segment, revenues, the measure of segment profit or loss, and significant segment expenses. Segment results are prepared on the same basis as our consolidated financial statements and are reconciled to consolidated amounts below:

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For the Year Ended
December 31, 2025
(dollars in thousands)
Investment PortfolioResidential OriginationTotal
Net interest income:
Interest income$808,384$12,959$821,343
Interest expense545,2459,679554,924
Net interest income263,1393,280266,419
Increase in provision for credit losses15,70515,705
Other income (losses):
Net unrealized gains (losses) on derivatives10,37110,371
Realized losses on derivatives(33,352)(33,352)
Periodic interest on derivatives, net20,37520,375
Net gains (losses) on derivatives(2,606)(2,606)
Investment management and advisory fees35,38235,382
Interest income from investment in MSR financing receivables520520
Net unrealized gains on financial instruments at fair value81,73581,735
Net realized losses on sales of investments(23,192)(23,192)
Gains on extinguishment of debt2,1422,142
Other investment gains5,7335,733
Gain on origination and sale of loans, net20,59020,590
Total other income (losses)99,71420,590120,304
Other expenses:
Compensation and benefits46,49010,21256,702
General and administrative expenses27,7962,19929,995
Servicing and asset manager fees27,73727,737
Amortization of intangibles and depreciation expenses3,7653,4187,183
Transaction expenses16,63416,634
Total other expenses122,42215,829138,251
Income before income taxes224,7268,041232,767
Income tax expense (benefit)2,721(453)2,268
Net income222,0058,494230,499
Dividends on preferred stock86,03186,031
Net income available to common shareholders$135,974$8,494$144,468

Earnings Available for Distribution

Earnings available for distribution is a non-GAAP measure and is defined as GAAP net income (loss) excluding (i) unrealized gains or losses on financial instruments carried at fair value with changes in fair value recorded in earnings, (ii) realized gains or losses on the sales of investments, (iii) gains or losses on the extinguishment of debt, (iv) changes in the provision for credit losses, (v) unrealized gains or losses on derivatives, (vi) realized gains or losses on derivatives, (vii) transaction expenses, (viii) stock compensation expenses for retirement eligible awards, (ix) amortization of intangibles and depreciation expenses, net of any tax impact (x) non-cash imputed compensation expense related to business acquisitions, and (xi) other gains and losses on equity investments.

Non-cash imputed compensation expense reflects the portion of the consideration paid in the Palisades Acquisition that pursuant to the seller’s contractual arrangements is distributable to the seller’s legacy employees (who are now our employees) and that for GAAP purposes is recorded as non-cash imputed compensation expense with an offsetting entry recorded as non-cash contribution from a related party to our shareholder’s equity. The excluded amounts do not include any normal, recurring compensation paid to our employees.

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Transaction expenses are primarily comprised of costs only incurred at the time of execution of our securitizations, certain structured secured financing agreements, and business combination transactions and include costs such as underwriting fees, legal fees, diligence fees, accounting fees, bank fees and other similar transaction-related expenses. These costs are all incurred prior to or at the execution of the transaction and do not recur. Recurring expenses, such as servicing fees, custodial fees, trustee fees and other similar ongoing fees are not excluded from Earnings available for distribution. We believe that excluding these costs is useful to investors as it is generally consistent with our peer group’s treatment of these costs in their non-GAAP measures presentation, mitigates period to period comparability issues tied to the timing of securitization and structured finance transactions, and is consistent with the accounting for the deferral of debt issuance costs prior to the fair value election option made by us. In addition, we believe it is important for investors to review this metric which is consistent with how management internally evaluates the performance of the Company. Stock compensation expense charges incurred on awards to retirement eligible employees is reflected as an expense over a vesting period (generally 36 months) rather than reported as an immediate expense.

We view Earnings available for distribution as one measure of our investment portfolio's ability to generate income for distribution to common stockholders. Earnings available for distribution is one of the metrics, but not the exclusive metric, that our Board of Directors uses to determine the amount, if any, of dividends on our common stock. Other metrics that our Board of Directors may consider when determining the amount, if any, of dividends on our common stock include, among others, REIT taxable income, dividend yield, book value, cash generated from the portfolio, reinvestment opportunities and other cash needs. To maintain our qualification as a REIT, U.S. federal income tax law generally requires that we distribute at least 90% of our REIT taxable income (subject to certain adjustments) annually. Earnings available for distribution, however, is different than REIT taxable income. For example, differences between Earnings available for distribution and REIT taxable income generally may result from whether the REIT uses mark-to-market accounting for GAAP purposes, accretion of market discount or OID and amortization of premium, and differences in the treatment of securitizations for GAAP and tax purposes, among other items. Further, REIT taxable income generally does not include earnings of our domestic TRSs unless such income is distributed from current or accumulated earnings and profits. The determination of whether we have met the requirement to distribute at least 90% of our annual REIT taxable income is not based on Earnings available for distribution and Earnings available for distribution should not be considered as an indication of our REIT taxable income, a guaranty of our ability to pay dividends, or as a proxy for the amount of dividends we may pay. We believe Earnings available for distribution helps us and investors evaluate our financial performance period over period without the impact of certain non-recurring transactions. Therefore, Earnings available for distribution should not be viewed in isolation and is not a substitute for or superior to net income or net income per basic share computed in accordance with GAAP. In addition, our methodology for calculating Earnings available for distribution may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and accordingly, our Earnings available for distribution may not be comparable to the Earnings available for distribution reported by other REITs.

The following table provides GAAP measures of net income and net income per diluted share available to common stockholders for the periods presented and details with respect to reconciling the line items to Earnings available for distribution and related per average diluted common share amounts. Earnings available for distribution is presented on an adjusted dilutive shares basis.

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For the Years Ended
December 31, 2025December 31, 2024December 31, 2023
(dollars in thousands, except per share data)
GAAP net income available to common stockholders$144,468$90,329$52,354
Adjustments (1):
Net unrealized gains on financial instruments at fair value(81,735)(10,811)(34,373)
Net realized losses on sales of investments23,1925,21931,234
Gains on extinguishment of debt(2,142)(3,875)
Increase in provision for credit losses15,7059,83811,371
Net unrealized (gains) losses on derivatives(10,371)(2,963)6,411
Realized losses on derivatives33,35221,54040,957
Transaction expenses16,6347,09115,379
Stock Compensation expense for retirement eligible awards(24)(125)966
Amortization of intangibles and depreciation expenses (2)7,183321
HomeXpress acquisition intangible amortization tax impact (3)(837)
Non-cash imputed compensation related to business acquisition1,36410,296
Other investment gains(5,733)(9,543)(1,091)
Earnings available for distribution$141,056$121,192$119,333
GAAP net income per diluted common share$1.72$1.10$0.68
Earnings available for distribution per adjusted diluted common share$1.68$1.48$1.53

(1) As a result of the business combinations, we updated the determination of earnings available for distribution to exclude non-recurring acquisition-related transaction expenses, non-cash amortization of intangibles and depreciation expenses, and non-cash imputed compensation expenses. These expenses are excluded as they relate to our business combinations and are not directly related to our income generating activities.

(2) Non-cash amortization of intangibles and depreciation expenses related to acquisitions.

(3) Tax impact on non-cash amortization of intangibles and depreciation expenses related to business combinations.

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted average adjusted diluted shares used for Earnings available for distribution for the years ended December 31, 2025, 2024 and 2023.

For the Years Ended
December 31, 2025December 31, 2024December 31, 2023
Weighted average diluted shares - GAAP83,942,70482,157,62277,539,289
Potentially dilutive shares (1)
Adjusted weighted average diluted shares - Earnings available for distribution83,942,70482,157,62277,539,289

(1) Potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares because their effect would have been anti-dilutive given the GAAP net loss available to common shareholders. There were no dilutive shares related to RSU/PSUs given the Company reported GAAP net income available to common shareholders for all periods.

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For the Quarters Ended
December 31, 2025September 30, 2025June 30, 2025March 31, 2025December 31, 2024
(dollars in thousands, except per share data)
GAAP net income (loss) available to common stockholders$6,501$(21,997)$14,024$145,940$(168,275)
Adjustments (1):
Net unrealized (gains) losses on financial instruments at fair value17,13836,995(6,971)(128,895)181,197
Net realized (gains) losses on sales of investments23,268(1,991)1,9151,468
Gains on extinguishment of debt(20)(2,122)
Increase in provision for credit losses5,3222,5874,4093,3874,448
Net unrealized (gains) losses on derivatives(27,303)7,9072,5546,469(276)
Realized (gains) losses on derivatives17,495(2,015)17,954(82)(641)
Transaction expenses6259,9313905,6884,707
Stock Compensation expense for retirement eligible awards(449)(506)(501)1,432(307)
Amortization of intangibles and depreciation expenses (2)4,332948949951321
HomeXpress acquisition intangible amortization tax impact (3)(837)
Non-cash imputed compensation related to business acquisition34134134134110,296
Other investment (gains) losses(1,252)(1,945)(2,953)417(2,490)
Earnings available for distribution$45,161$30,255$32,111$33,526$30,448
GAAP net income (loss) per diluted common share$0.08$(0.27)$0.17$1.77$(2.07)
Earnings available for distribution per adjusted diluted common share$0.53$0.37$0.39$0.41$0.37

(1) As a result of the business combinations, we updated the determination of earnings available for distribution to exclude non-recurring acquisition-related transaction expenses, non-cash amortization of intangibles and depreciation expenses, and non-cash imputed compensation expenses. These expenses are excluded as they relate to our business combinations and are not directly related to our income generating activities.

(2) Non-cash amortization of intangibles and depreciation expenses related to acquisitions.

(3) Tax impact on non-cash amortization of intangibles and depreciation expenses related to business combinations.

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted-average adjusted diluted shares used for Earnings available for distribution for the periods reported below.

For the Quarters Ended
December 31, 2025September 30, 2025June 30, 2025March 31, 2025December 31, 2024
Weighted average diluted shares - GAAP83,942,70481,507,49282,600,10882,394,21881,266,223
Potentially dilutive shares (1)1,377,8571,263,734
Adjusted weighted average diluted shares - Earnings available for distribution83,942,70482,885,34982,600,10882,394,21882,529,957

(1) Potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares because their effect would have been anti-dilutive given the GAAP net loss available to common shareholders for the quarters ended September 30, 2025 and December 31, 2024.

Earnings available for distribution for the year ended December 31, 2025 were $141 million, or $1.68 per average diluted common share, and increased by $20 million, compared to $121 million, or $1.48 per average diluted common share for the year ended December 31, 2024. As discussed earlier, the increase in Earnings available for distribution was primarily due to our portfolio reallocation efforts, investment and asset management fee revenue and purchase of HomeXpress.

Net Income (Loss) and Return on Total Stockholders' Equity

The table below shows our Net income (loss) and Economic net interest income as a percentage of average stockholders' equity Earnings available for distribution as a percentage of average common stockholders' equity, and Average Tangible Common Equity. Return on average equity is defined as our GAAP net income (loss) as a percentage of average equity. Average equity is defined as the average of our beginning and ending stockholders' equity balance for the period reported. Economic net interest income and Earnings available for distribution are non-GAAP measures as defined in previous sections. Tangible Common Equity is a non-GAAP measure and is defined below.

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Return on Average EquityEconomic Net Interest Income/Average Equity (1)Earnings available for distribution/Average Common EquityEarnings available for distribution/Average Tangible Common Equity
(Ratios have been annualized)
For the Year Ended December 31, 20258.91%10.88%8.51%8.91%
For the Year Ended December 31, 20246.72%10.72%7.16%7.20%
For the Year Ended December 31, 20234.87%10.45%7.19%7.19%
For the Quarter Ended December 31, 20254.41%10.75%11.00%11.91%
For the Quarter Ended September 30, 2025(0.09)%10.56%7.26%7.44%
For the Quarter Ended June 30, 20255.38%10.49%7.54%7.72%
For the Quarter Ended March 31, 202525.89%11.19%8.10%8.32%

(1) Includes our Economic Net Interest Income and Average equity on our Investment Portfolio.

Return on average equity was 8.91% for year ended December 31, 2025, as compared to 6.72% for the year ended December 31, 2025. This increase was primarily driven by higher mark to market gains on our investment portfolio. Economic net interest income as a percentage of average equity on our in increased by 16 basis points for the year ended December 31, 2025 as compared to the year ended December 31, 2024. Earnings available for distribution as a percentage of average common equity increased by 135 basis points for the year ended December 31, 2025, as compared to the year ended December 31, 2024.

Tangible Common Equity is a non-GAAP measure and is defined as Total stockholders' equity available to common stockholders less intangible assets and goodwill related to the business acquisitions. We believe that this measure helps our management and investors understand our capital adequacy and changes from period to period in our common stockholders' equity exclusive of changes of intangible assets. The following table presents a reconciliation of Total Stockholders’ Equity to Tangible Common Equity as of December 31, 2025.

For the Quarters Ended
December 31, 2025September 30, 2025June 30, 2025March 31, 2025December 31, 2024
(dollars in thousands)
Total stockholders' equity$2,572,694$2,571,238$2,624,530$2,644,064$2,526,189
Less: Preferred Stock(930,000)(930,000)(930,000)(930,000)(930,000)
Total stockholders' equity available to common stockholders$1,642,694$1,641,238$1,694,530$1,714,064$1,596,189
Less: Intangibles(114,246)(18,124)(18,971)(19,818)(20,665)
Less: Goodwill(95,342)(22,152)(22,152)(22,152)(22,152)
Total Intangibles & Goodwill(209,588)(40,276)(41,123)(41,970)(42,817)
Tangible Common Equity$1,433,106$1,600,962$1,653,407$1,672,094$1,553,372

Financial Condition

Portfolio Review

During the year ended December 31, 2025, we focused our efforts on taking advantage of relative value opportunities while simultaneously increasing our liquid securities allocation. During the year ended December 31, 2025, on an aggregate basis, we purchased $4.7 billion of investments and received $1.8 billion in principal payments related to our Agency MBS, Non-Agency RMBS and Loans held for investment portfolio.

The following table summarizes certain characteristics of our portfolio at December 31, 2025 and December 31, 2024.

December 31, 2025December 31, 2024
(dollars in thousands)
Interest earning assets at period-end (1)$15,017,791$12,780,065
Interest bearing liabilities at period-end$13,070,591$10,014,759
GAAP Leverage at period-end5.1:14.0:1
GAAP Leverage at period-end (recourse)2.4:11.2:1

(1) Excludes cash and cash equivalents.

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December 31, 2025December 31, 2024December 31, 2025December 31, 2024
Portfolio CompositionAmortized CostFair Value
Non-Agency RMBS5.5%7.9%5.8%8.3%
Senior2.9%3.7%3.6%4.8%
Subordinated1.6%3.0%1.6%2.9%
Interest-only1.0%1.2%0.6%0.6%
Agency RMBS24.1%3.7%24.2%3.7%
Pass-through21.6%%21.8%%
CMO2.4%3.6%2.3%3.6%
Interest-only0.1%0.1%0.1%0.1%
Agency CMBS0.3%0.4%0.2%0.4%
Project loans0.3%0.3%0.2%0.3%
Interest-only0.0%0.1%0.1%0.1%
Loans held for investment69.8%88.0%69.5%87.6%
Interests in MSR financing receivables0.3%N/A0.3%N/A
Fixed-rate percentage of portfolio86.5%87.9%86.1%87.3%
Adjustable-rate percentage of portfolio13.5%12.1%13.9%12.7%

GAAP leverage at period-end is calculated as a ratio of our secured financing agreements and securitized debt liabilities over GAAP book value. GAAP recourse leverage is calculated as a ratio of our secured financing agreements over stockholders' equity.

The following table presents details of each asset class in our portfolio, excluding interests in MSR financing receivables, at December 31, 2025 and December 31, 2024. The principal or notional value represents the interest income earning balance of each class. The weighted average figures are weighted by each investment’s respective principal/notional value in the asset class.

December 31, 2025
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency RMBS
Senior$852,887$42.78$59.215.7%20.3%4.5%4.6%2.4%2.2%23.6%1.1%
Subordinated453,26948.9951.474.2%9.3%8.7%8.3%1.6%0.8%46.6%4.7%
Interest-only2,428,9766.033.250.8%4.4%5.1%5.1%1.4%1.2%43.5%%
Agency RMBS
Pass-through3,096,29997.7999.525.0%5.3%9.6%6.3%N/AN/AN/AN/A
CMO330,87199.94100.315.1%5.1%18.7%12.3%N/AN/AN/AN/A
Interest-only367,8665.074.040.6%6.5%7.8%8.7%N/AN/AN/AN/A
Agency CMBS
Project loans39,693101.5281.983.4%3.3%%%N/AN/AN/AN/A
Interest-only123,3752.672.110.7%13.0%%%N/AN/AN/AN/A
Loans held for investment
Re-performing Loans8,946,86997.8698.215.2%5.5%6.7%6.6%0.6%0.4%34.4%9.3%
Prime Loans386,61790.9194.504.3%5.9%5.9%4.1%%%37.8%%
Investor Loans569,775102.11104.207.5%7.1%18.2%12.9%%%32.4%12.4%
Business Purpose Loans85,33999.5096.458.4%9.0%25.2%30.5%0.4%0.5%14.1%%

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

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December 31, 2024
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency RMBS
Senior$1,010,128$45.11$60.835.7%17.6%4.5%4.9%1.1%1.5%14.7%1.9%
Subordinated648,97759.1857.994.5%8.0%7.4%7.0%1.1%0.8%29.7%6.8%
Interest-only2,644,7415.812.770.7%6.6%5.0%5.3%0.8%0.8%39.5%%
Agency RMBS
CMO464,64099.9799.365.8%5.8%15.7%%N/AN/AN/AN/A
Interest-only380,3115.154.410.6%6.9%9.4%9.0%N/AN/AN/AN/A
Agency CMBS
Project loans40,882101.5184.073.5%3.4%%%N/AN/AN/AN/A
Interest-only449,4371.361.430.5%8.9%%%N/AN/AN/AN/A
Loans held for investment
Re-performing Loans10,322,15698.0596.145.5%5.6%6.7%6.2%0.7%0.7%25.1%8.3%
Prime Loans420,44690.7592.504.3%5.9%6.0%4.1%%%37.8%%
Investor Loans573,748102.0498.646.5%6.4%12.6%9.8%%%%14.7%
Business Purpose Loans343,071100.74100.016.8%8.9%27.8%14.3%1.2%0.2%4.5%6.8%

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

Based on the projected cash flows for our Non-Agency RMBS that are not of high credit quality, a portion of the original purchase discount is designated as Accretable Discount, which reflects the purchase discount expected to be accreted into interest income, and a portion is designated as Non-Accretable Difference, which represents the contractual principal on the security that is not expected to be collected. The amount designated as Non-Accretable Difference may be adjusted over time, based on the actual performance of the security, its underlying collateral, actual and projected cash flow from such collateral, economic conditions and other factors. If the performance of a security is more favorable than previously estimated, a portion of the amount designated as Non-Accretable Difference may be transferred to Accretable Discount and accreted into interest income over time. Conversely, if the performance of a security is less favorable than previously estimated, a provision for credit loss may be recognized resulting in an increase in the amounts designated as Non-Accretable Difference.

The following table presents changes to Accretable Discount (net of premiums) as it pertains to our Non-Agency RMBS portfolio, excluding premiums on interest-only investments, during the previous five quarters.

For the Quarters Ended
(dollars in thousands)
Accretable Discount (Net of Premiums)December 31, 2025September 30, 2025June 30, 2025March 31, 2025December 31, 2024
Balance, beginning of period$89,297$108,412$110,861$117,203$123,953
Accretion of discount(8,795)(10,803)(8,253)(7,705)(8,855)
Purchases
Sales(4,224)(10,786)188
Elimination in consolidation
Transfers from/(to) credit reserve, net3,1442,4745,6161,3632,105
Balance, end of period$79,422$89,297$108,412$110,861$117,203

Liquidity and Capital Resources

General

Liquidity measures our ability to meet cash requirements, including for ongoing borrowing commitments such as margin calls on non-MTM facilities, purchases of RMBS, residential mortgage loans and other assets for our portfolio, payment of dividends and other general business needs. Our principal sources of capital and funds for additional investments primarily include earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities, including warehouse facilities, and proceeds from equity or other securities

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offerings. Over the past several months, we have deliberately positioned the portfolio to maintain flexibility and to meet liquidity needs as they arise, including the HomeXpress Acquisition that closed on October 1, 2025.

Our ability to fund our operations, meet financial obligations and finance target asset acquisitions may be impacted by our ability to secure and maintain our master secured financing agreements, warehouse facilities and secured financing agreement facilities with our counterparties. Because secured financing agreements and warehouse facilities are short-term commitments of capital, lenders may respond to market conditions making it more difficult for us to renew or replace on a continuous basis our maturing short-term borrowings and have and may continue to impose more onerous conditions when rolling forward such financings. If we are not able to renew our existing facilities or arrange for new financing on terms acceptable to us, or if we default on our covenants or are otherwise unable to access funds under our financing facilities, or if we are required to post more collateral or face larger haircuts, we may have to curtail our asset acquisition activities and dispose of assets.

To meet our short-term (one year or less) liquidity needs, we expect to continue to borrow funds in the form of secured financing agreements and, subject to market conditions, other types of financing. The terms of the secured financing transaction borrowings under our master secured financing agreement generally conform to the terms in the standard master secured financing agreement as published by the Securities Industry and Financial Markets Association, (“SIFMA”) or similar market accepted agreements, as to repayment and margin requirements. In addition, each lender typically requires that we include supplemental terms and conditions to the standard master secured financing agreement. Typical supplemental terms and conditions include changes to the margin maintenance requirements, net asset value, required “haircuts” (which are the difference expressed in percentage terms between the fair value of the collateral and the amount the counterpart will lend to us) purchase price maintenance requirements, and requirements that all disputes related to the secured financing agreement be litigated or arbitrated in a particular jurisdiction. These provisions may differ for each of our lenders.

To meet our longer-term liquidity needs (greater than one year), we expect our principal sources of capital and funds to continue to be provided by earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities, as well as proceeds from equity, debt or other securities offerings.

In addition to the principal sources of capital described above, we may enter into warehouse facilities and use longer-dated structured secured financing agreements. The use of any particular source of capital and funds will depend on market conditions, availability of these facilities, and the investment opportunities available to us.

Current Period

We held cash and cash equivalents of approximately $279 million and $84 million at December 31, 2025 and December 31, 2024, respectively. As a result of our operating, investing and financing activities described below, our cash position increased by $195 million from December 31, 2024 to December 31, 2025.

Our operating activities used net cash of approximately $249 million and provided $206 million for the year ended December 31, 2025 and 2024, respectively. The cash flows from operations were primarily driven by cash used of $374 million related to our mortgage origination activities offset in part by interest received in excess of interest paid of $265 million during the year ended December 31, 2025. The cash flows from operations were primarily driven by interest received in excess of interest paid of $282 million during the year ended December 31, 2024.

Our investing activities used cash of $1.7 billion and provided cash of $178 million for the year ended December 31, 2025 and 2024, respectively. During the year ended December 31, 2025, we used cash to purchase $4.2 billion of Agency MBS and $441 million of Loans held for investment, which were offset by cash received for principal repayments on Agency MBS, Non-Agency RMBS and Loans held for investment of $1.8 billion, collectively. We also used cash for the HomeXpress acquisition during the year ended December 31, 2025. During the year ended December 31, 2024, we used cash to purchase $1.1 billion Agency MBS, $657 million Loans held for investment and $96 million Non-Agency RMBS offset by cash received for principal repayments on Agency MBS, Non-Agency RMBS and Loans held for investment of $1.5 billion and from the sale of our Agency MBS of $569 million

Our financing activities provided cash of $2.1 billion and used cash of $522 million for the year ended December 31, 2025 and 2024, respectively. During the year ended December 31, 2025, we received cash from net proceeds on our secured financing agreements of $2.7 billion, and proceeds received from our secured debt borrowings of $1.0 billion. This cash received was offset in part by cash used for repayment of principal on our securitized debt of $1.5 billion, and payment of common and preferred dividends of $209 million. During the year ended December 31, 2024, we received cash from net proceeds on our secured financing agreements of $398 million, and issuance of unsecured notes of $134 million. This cash received was offset

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in part by cash used for repayment of principal on our securitized debt of $1.2 billion, and payment of common and preferred dividends of $223 million.

Our recourse leverage increased at December 31, 2025 to 2.4:1 as compared to 1.2:1 at December 31, 2024. This increase was primarily driven by higher borrowings under secured financing agreements to finance our Agency RMBS purchases. Our recourse leverage excludes the securitized debt which can only be repaid from the proceeds on the assets securing this debt in their respective VIEs. Our recourse leverage is presented as a ratio of our secured financing agreements and long-term debt, which are recourse to our assets and our equity.

Based on our current portfolio, leverage ratio and available borrowing arrangements, we believe our assets will be sufficient to enable us to meet anticipated short-term liquidity requirements. However, if our cash resources are insufficient to satisfy our liquidity requirements, we may sell additional investments, reduce our dividends, or issue debt or additional common or preferred equity securities to meet our liquidity needs. As of December 31, 2025 and December 31, 2024, we had $249 million and $526 million of unencumbered assets available to us which can be pledged to access additional short-term financing or sold to raise additional cash, if necessary.

At December 31, 2025 and December 31, 2024, the remaining maturities and borrowing rates on our RMBS and loan secured financing agreements were as follows. The acquisition of HomeXpress added $802 million of secured financing that had a weighted average borrowing rate of 5.84%.

December 31, 2025December 31, 2024
(dollars in thousands)
Principal (1)Weighted Average Borrowing RatesRange of Borrowing RatesPrincipalWeighted Average Borrowing RatesRange of Borrowing Rates
Overnight$N/AN/A$N/AN/A
1 to 29 days2,630,8044.15%3.93% - 6.76%642,3585.61%4.66% - 7.52%
30 to 59 days781,6544.86%3.94% - 6.54%959,5597.79%5.34% - 12.50%
60 to 89 days722,9954.75%3.90% - 6.54%318,7505.58%4.87% - 7.02%
90 to 119 days263,0816.78%5.37% - 6.97%51,4166.38%5.51% - 6.77%
120 to 180 days96,1535.47%5.36% - 6.54%123,0726.15%5.82% - 6.77%
180 days to 1 year810,4436.03%4.77% - 8.38%409,7606.79%5.80% - 7.49%
1 to 2 years733,2066.79%4.98% - 8.15%N/AN/A
2 to 3 years—%—% - —%337,2455.02%5.02% - 5.02%
Total$6,038,3365.02%$2,842,1606.48%

(1) The values for secured financing agreements in the table above is net of $271 thousand of deferred financing costs as of December 31, 2025.

Average remaining maturity of Secured financing agreements secured by:

December 31, 2025December 31, 2024
Agency RMBS26 Days16 Days
Agency CMBS8 Days8 Days
Non-Agency RMBS and Loans held for investment278 Days237 Days

We collateralize the secured financing agreements we use to finance our operations with our MBS investments and mortgage loans held in trusts controlled by us. Our counterparties negotiate a “haircut”, which is the difference expressed in percentage terms between the fair value of the collateral and the amount the counterparty will lend to us, when we enter into a financing transaction. The size of the haircut reflects the perceived risk and market volatility associated with holding the MBS by the lender. The haircut provides lenders with a cushion for daily market value movements that reduce the need for a margin call to be issued or margin to be returned as normal daily increases or decreases in MBS market values occur. At December 31, 2025, the weighted average haircut on the Company's secured financing agreements collateralized by Agency RMBS was 4.4%, Agency CMBS was 5.4%, Loans-held for sale was 7.3% and Non-Agency RMBS and Loans held for investment was 27.1%. At December 31, 2024, the weighted average haircut on the Company's secured financing agreements collateralized by Agency RMBS was 5.1%, Agency CMBS was 5.5% and Non-Agency RMBS and Loans held for investment was 26.0%.

Because the fair value of the Non-Agency MBS is more difficult to determine in current financial conditions, as well as more volatile period to period than Agency MBS, the Non-Agency MBS typically requires a larger haircut. In addition, when financing assets using the standard form of SIFMA Master Repurchase Agreements, the counterparty to the agreement typically

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nets its exposure to us on all outstanding repurchase agreements and issues margin calls if movement of the fair values of the assets in the aggregate exceeds their allowable exposure to us. A decline in asset fair values could create a margin call or may create no margin call depending on the counterparty’s specific policy. In addition, counterparties consider a number of factors, including their aggregate exposure to us as a whole and the number of days remaining before the repurchase transaction closes prior to issuing a margin call. To minimize the risk of margin calls, as of December 31, 2025, we have entered into $890 million of financing arrangements for which the collateral cannot be adjusted as a result of changes in market value, minimizing the risk of a margin call as a result in price volatility. We refer to these agreements as non-MTM facilities. These non-MTM facilities generally have higher costs of financing, but lower the risk of a margin call which could result in sales of our assets at distressed prices. All non-MTM facilities are collateralized by Non-Agency RMBS collateral, which tends to have increased volatile price changes during periods of market stress. In addition we have entered into certain secured financing agreements that are not subject to additional margin requirement until the drop in fair value of collateral is greater than a threshold. We refer to these agreements as limited MTM facilities. As of December 31, 2025 we have $402 million of limited MTM facilities. We believe these non-MTM and limited MTM facilities significantly reduce our financing risks. See Note 6 to our consolidated financial statements for a discussion on how we determine the fair values of the RMBS collateralizing our secured financing agreements.

At December 31, 2025, the weighted average borrowing rates for our secured financing agreements collateralized by Agency RMBS was 4.0%, Agency CMBS was 4.0%, Loans held for sale was 5.84% and Non-Agency MBS and Loans held for investment was 6.4%. At December 31, 2024, the weighted average borrowing rates for our secured financing agreements collateralized by Agency RMBS was 4.8%, Agency CMBS was 4.8% and Non-Agency MBS and Loans held for investment was 6.8%.

We entered into a secured financing agreement during the fourth quarter of 2022 for which we have elected fair value option. We believe electing fair value for this financial instrument better reflects the transactional economics. The total principal balance outstanding on this secured financing at December 31, 2025 and December 31, 2024 was $306 million and $337 million, respectively. The fair value of collateral pledged was $360 million and $383 million as of December 31, 2025 and December 31, 2024, respectively. We carry this secured financing instrument at fair value of $299 million and $319 million as of December 31, 2025 and December 31, 2024, respectively. At December 31, 2025 and December 31, 2024, the weighted average borrowing rate on secured financing agreements at fair value was 5.0%. At December 31, 2025 and December 31, 2024, the haircut for the secured financing agreements at fair value was 7.5%. At December 31, 2025, the maturity on the secured financing agreements at fair value was two years.

The table below presents our average daily secured financing agreements balance and the secured financing agreements balance at each period end for the periods presented. Our balance at period-end tends to fluctuate from the average daily balances due to adjustments to the size of our portfolio resulting from the use of leverage. The acquisition of HomeXpress added $802 million of secured financing as of December 31, 2025 and this financing average $621 million during the quarter ending December 31, 2025.

PeriodAverage secured financing agreements balancesSecured financing agreements balance at period end
(dollars in thousands)
Quarter End December 31, 2025$5,589,698$6,031,182
Quarter End September 30, 2025$4,799,281$4,876,986
Quarter End June 30, 2025$3,806,015$4,563,063
Quarter End March 31, 2025$2,925,366$2,994,191
Quarter End December 31, 2024$3,019,337$2,824,371

Our secured financing agreements do not require us to maintain any specific leverage ratio. We believe the appropriate leverage for the particular assets we are financing depends on the credit quality and risk of those assets. At December 31, 2025 and December 31, 2024, the carrying value of our total interest-bearing debt was approximately $13.1 billion and $9.9 billion, respectively, which represented a leverage ratio of approximately 5.1:1 and 4.0:1, respectively. We include our secured financing agreements, long term debt, and securitized debt in the numerator of our leverage ratio and stockholders’ equity as the denominator.

At December 31, 2025, we had secured financing agreements with 20 counterparties. All of our secured financing agreements are secured by Agency MBS, Non-Agency RMBS and Loans held for investment and cash. Under these secured financing agreements, we may not be able to reclaim our collateral but will still be obligated to pay our repurchase obligations. We mitigate this risk by ensuring our counterparties are rated financial institutions. As of December 31, 2025 and December 31,

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2024, we had $7.4 billion and $4.1 billion, respectively, of securities or cash pledged against our secured financing agreements obligations.

We expect to enter into new secured financing agreements at maturity; however, there is a risk that we will not be able to renew our secured financing agreements when we desire to renew them or obtain favorable interest rates and haircuts as a result of uncertainty in the market including, but not limited to, uncertainty as a result of inflation and increases in the federal funds rate. We offset the interest rate risk of our repurchase agreements primarily through the use of derivatives, which primarily consist of interest rate swaps, Swap futures, swaptions, U.S. Treasury futures and interest rate caps. The average remaining maturities on our interest rate swaps at December 31, 2025 was less than six years. All of our swaps are cleared by a central clearing house. When our interest rate swaps are in a net loss position (expected cash payments are in excess of expected cash receipts on the swaps), we post collateral as required by the terms of our swap agreements. The average remaining maturities on our Swap futures at December 31, 2025 is three years. The Swap futures are exchange traded instrument. Similar to our interest rate swaps, we post collateral when we are in a net loss position. The interest rate cap has a two-year maturity with a potential payment every ninety days from the initial settlement date. The payment is dependent upon whether the compounded average market reference rate for the ninety day period is greater than the strike rate on the interest rate cap. We will receive a payment if the difference between the two amounts is positive.

Exposure to Financial Counterparties

We actively manage the number of secured financing counterparties to reduce counterparty risk and manage our liquidity needs. The following table summarizes our exposure to our secured financing agreements counterparties at December 31, 2025:

December 31, 2025
CountryNumber of CounterpartiesSecured Financing AgreementDerivative Instruments at Fair ValueExposure (1)
(dollars in thousands)
United States11$3,521,181$(1,662)$596,133
Japan31,339,792515,065
Canada2586,54321,23595,715
Spain135,7571,737
South Korea1372,95916,078
France165,6231,907
United Kingdom1116,4818,969
Total20$6,038,336$19,573$1,235,604

(1) Represents the amount of securities and/or cash pledged as collateral to each counterparty less the aggregate of secured financing agreement.

HomeXpress represents $802 million of the counterparty balances and is spread among 7 counterparties. This represents 13% of the secured financing agreements as of December 31, 2025.

We regularly monitor our exposure to financing counterparties for credit risk and allocate assets to these counterparties based, in part, on the credit quality and internally developed metrics measuring counterparty risk. Our exposure to a particular counterparty is calculated as the excess collateral that is pledged relative to the secured financing agreement balance. If our exposure to our financing counterparties exceeds internally developed thresholds, we develop a plan to reduce the exposure to an acceptable level. At December 31, 2025, we had amounts at risk with Nomura of 18% of our equity related to the collateral posted on secured financing agreements. The weighted average maturities of the secured financing agreements with Nomura were 287 days. The amount at risk with Nomura was $459 million. At December 31, 2024, we had amounts at risk with Nomura of 20% of our equity related to the collateral posted on secured financing agreements. The weighted average maturities of the secured financing agreements with Nomura were 108 days. The amount at risk with Nomura was $512 million.

At December 31, 2025, we did not use credit default swaps or other forms of credit protection to hedge the exposures summarized in the table above.

Residential Origination Segment

In addition to warehouse bank covenants, we are also subject to liquidity and net worth requirements established by the FHFA for Freddie Mac seller/servicers and HUD. The FHFA and HUD have established minimum liquidity requirements and net worth requirements for their approved non-depository single-family sellers/servicers in the case of Freddie Mac and HUD:

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•FHFA liquidity requirement is equal to 0.035% (3.5 basis points) of total Agency servicing UPB at the entity level plus an incremental 200 basis points of the amount by which total nonperforming Agency servicing UPB exceeds 6% of the applicable Agency servicing UPB. Allowable assets to satisfy liquidity requirement include cash and cash equivalents (unrestricted), certain investment-grade securities that are available for sale or held for trading including Agency mortgage-backed securities, obligations of Fannie Mae or Freddie Mac, and U.S. Treasury obligations, and unused and available portions of committed servicing advance lines.

•FHFA net worth requirement is a minimum net worth of $2.5 million plus 0.25% (25 basis points) of UPB at the entity level for total 1-4 unit residential mortgage loans serviced and a tangible net worth/total assets ratio greater than or equal to 6%.

•HUD net worth requirement is equal to $1.0 million plus 1% (100 basis points) of adjusted activity up to a $2.5 million net worth requirement.

These requirements are calculated based on standalone audited financial statements of HomeXpress and we are currently in compliance with the applicable Agency requirements.

Stockholders’ Equity

In January 2024, our Board of Directors updated the authorization of our share repurchase program (the “Share Repurchase Program”) to include our preferred stock and increased the authorization by $33 million back up to $250 million. Such authorization does not have an expiration date, and at present, there is no intention to modify or otherwise rescind such authorization. Shares of our common stock and preferred stock may be purchased in the open market, including through block purchases, through privately negotiated transactions, or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The timing, manner, price and amount of any repurchases will be determined at our discretion and the program may be suspended, terminated or modified at any time, for any reason. Among other factors, we intend to only consider repurchasing shares of our common stock when the purchase price is less than the last publicly reported book value per common share. In addition, we do not intend to repurchase any shares from directors, officers or other affiliates. The program does not obligate us to acquire any specific number of shares, and all repurchases will be made in accordance with Rule 10b-18, which sets certain restrictions on the method, timing, price and volume of stock repurchases.

We did not repurchase any of our common stock during the years ended December 31, 2025 and 2024. The approximate dollar value of shares that may yet be purchased under the Share Repurchase Program is $250 million as of December 31, 2025.

In 2022, we entered into separate Distribution Agency Agreements (the “Existing Sales Agreements”) with each of Credit Suisse Securities (USA) LLC, JMP Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and RBC Capital Markets, LLC. In February 2023, we amended the Existing Sales Agreements and entered into separate Distribution Agency Agreements (together with the Existing Sales Agreements, as amended, the “Sales Agreements”) with J.P. Morgan Securities LLC and UBS Securities LLC (replacing Credit Suisse Securities LLC) to include J.P. Morgan Securities LLC and UBS Securities LLC as additional sales agents. Pursuant to the terms of the Sales Agreements, we may offer and sell shares of our common stock, having an aggregate offering price of up to $500 million from time to time in “at the market offerings” through any of the sales agents under the Securities Act of 1933. We did not issue any shares under the at-the-market sales program during the years ended December 31, 2025 and 2024. The approximate dollar value of shares that may yet be issued under our at-the-market sales program is $426 million as of December 31, 2025.

We declared dividends to Series A preferred stockholders of $12 million, or $2.00 per preferred share, during the years ended December 31, 2025 and December 31, 2024, respectively.

We declared dividends to Series B preferred stockholders of $33 million, or $2.57 per preferred share, during the year ended December 31, 2025. We declared dividends to Series B preferred stockholders of $34 million, or $2.59 per preferred share, during the year ended December 31, 2024.

We declared dividends to Series C preferred stockholders of $21 million, or $2.02 per preferred share, during the year ended December 31, 2025. We declared dividends to Series C preferred stock holders of $20 million, or $1.94 per preferred share, during the year ended December 31, 2024.

We declared dividends to Series D preferred stockholders of $20 million, or $2.50 per preferred share, during the year ended December 31, 2025. We declared dividends to Series D preferred stockholders of $20 million, or $2.55 per preferred share, during the year ended December 31, 2024.

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On October 30, 2021, all 5,800,000 issued and outstanding shares of Series A Preferred Stock with an outstanding liquidation preference of $145 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including, the redemption date.

On March 30, 2024, all 13,000,000 issued and outstanding shares of Series B Preferred Stock with an outstanding liquidation preference of $325 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including, the redemption date.

On March 30, 2024, all 8,000,000 issued and outstanding shares of Series D Preferred Stock with an outstanding liquidation preference of $200 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including, the redemption date.

On September 30, 2025, all 10,400,000 issued and outstanding shares of Series C Preferred Stock with an outstanding liquidation preference of $260 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including, the redemption date.

After June 30, 2023, all LIBOR tenors relevant to us ceased to be published or became no longer representative. We believe that the federal Adjustable Interest Rate (LIBOR) Act (the “Act”) and the related regulations promulgated thereunder are applicable to each of our Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock. In light of the applicability of the Act to the aforementioned preferred stock, we believe, given all of the information available to us to date, that three-month CME Term SOFR plus the applicable tenor spread adjustment of 0.26% per annum have automatically replaced three-month LIBOR as the reference rate for calculations of the dividend rate payable on the relevant preferred stock for dividend periods from and after (i) March 30, 2024, in the case of the Series B Preferred Stock, (ii) September 30, 2025, in the case of the Series C Preferred Stock, and (iii) March 30, 2024, in the case of the Series D Preferred Stock.

Stock Based Compensation

On June 14, 2023, the Board of Directors recommended and shareholders approved, the Chimera Investment Corporation 2023 Equity Incentive Plan (the “Plan”). It authorized the issuance of up to 6,666,667 shares of our common stock for the grant of awards under the Plan (adjusted on a retroactive basis to reflect the Company's 1-for-3-reverse stock split effected on

May 21, 2024). The Plan replaced our 2007 Equity Incentive Plan, as amended and restated effective December 10, 2015 (the “Prior Plan”), and no new awards will be granted under the Prior Plan. Any awards outstanding under the Prior Plan will remain subject to and be paid under the Prior Plan. Any shares subject to outstanding awards under the Prior Plan that expire, terminate, or are surrendered or forfeited for any reason without issuance of shares will automatically become available for issuance under the Plan. Also, shares withheld for tax withholding requirements after stockholder approval of the Plan for full value awards originally granted under the Prior Plan (such as the RSUs and PSUs awarded to our named executive officers) will automatically become available for issuance under the Plan.

As of December 31, 2025, approximately 4 million shares were available for future grants under the Plan.

Awards under the Plan may include stock options, stock appreciation rights, restricted stock, dividend equivalent rights (“DERs”) and other share-based awards (including RSUs). Under the Plan, any of these awards may be performance awards that are conditioned on the attainment of performance goals.

The Compensation Committee had previously approved a Stock Award Deferral Program (the “Deferral Program”). The Deferral Program consisted of two distinct non-qualified deferred compensation plans within the meaning of Section 409A of the Code, as amended, one for non-employee directors (the “Director Plan”) and one for certain executive officers (the “Executive Officer Plan”). Under the Deferral Program, non-employee directors and certain executive officers could elect to defer payment of certain stock awards made pursuant to the Plan. Deferred awards are treated as deferred stock units and paid at the earlier of separation from service or a date elected by the participant who is separating. Payments are generally made in a lump sum or, if elected by the participant, in five annual installments. Deferred awards receive dividend equivalents during the deferral period in the form of additional deferred stock units. Amounts are paid at the end of the deferral period by delivery of shares from the Plan (plus cash for any fractional deferred stock units), less any applicable tax withholdings. Deferral elections do not alter any vesting requirements applicable to the underlying stock award. On November 5, 2024, the Compensation Committee irrevocably terminated the Executive Officer Plan and suspended new deferral elections under the Director Plan. The Executive Officer Plan was liquidated as of November 30, 2025, and all amounts outstanding under the Executive Officer Plan on the liquidation date were paid at that time in accordance with applicable tax rules. All deferrals previously made under the Director Plan will remain outstanding, and all deferrals pursuant to prior elections made by directors will be paid on the originally scheduled payment dates. At December 31, 2025 and December 31, 2024, there are approximately 92 thousand and 124 thousand shares for which payments have been deferred until separation or a date elected by the participant, respectively. At December 31, 2025 and December 31, 2024, there are approximately 269 thousand and 229 thousand DERs earned but not yet delivered, respectively.

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Grants of RSUs

During the year ended December 31, 2025 and 2024, we granted RSU awards to senior management, employees and directors. These RSU awards are designed to reward our senior management, employees and directors for services provided to us. Generally, the RSU awards vest equally over a three-year period and will fully vest after three years. For employees who are retirement eligible, defined as years of service to us plus age that is equal to or greater than 65, the service period is considered to be fulfilled and all grants are expensed immediately. For senior management who are retirement eligible, defined as having attained age 55 and the sum of his or her age plus his or her years of service is equal or greater than 65, the service period is considered to be fulfilled and all grants are expensed immediately. The RSU awards are valued at the market price of our common stock on the grant date and generally the employees must be employed by us on the vesting dates to receive the RSU awards. We granted 1 million RSU awards during the year ended December 31, 2025 with a grant date fair value of $16 million which includes stock grants to both Chimera and HomeXpress employees for the 2025 performance year. We granted 245 thousand RSU awards during the year ended December 31, 2024 with a grant date fair value of $5 million for the 2024 performance year.

In addition, in connection with the HomeXpress Acquisition, the Compensation Committee adopted the Award Plan, pursuant to which we reserved 540,000 shares of Chimera’s common stock, $0.01 par value per share for issuance under the Award Plan solely to individuals who were not previously employees of Chimera or any subsidiary of Chimera (or who are returning to employment following a bona fide period of interruption of employment with Chimera), in accordance with NYSE Listed Company Manual Rule 303A.08. The Award Plan was approved by the Compensation Committee without shareholder approval pursuant to NYSE Listed Company Manual Rule 303A.08. The Compensation Committee also adopted a form of restricted stock unit award agreement for use with the Award Plan. We issued restricted stock units to certain employees of HomeXpress as a material inducement for such employees to continue their employment with HomeXpress following the completion of the HomeXpress Acquisition. In connection with this transaction, stock-based compensation expense of $7 million will be recognized on a straight-line basis over the three-year vesting period as it relates to the HomeXpress Acquisition.

Grants of Performance Share Units (“PSUs”)

PSU awards are designed to align compensation with the Company’s future performance. The PSU awards granted during the year ended December 31, 2025 and 2024, include a three-year performance period ending on December 31, 2027 and December 31, 2026, respectively. For the PSU awards granted during the year ended December 31, 2025, and 2024, the final number of shares awarded will be between 0% and 200% of the PSUs granted based equally on the Company Economic Return and share price performance compared to a peer group. Our three-year Company Economic Return is equal to the Company’s change in book value per common share plus common stock dividends. Share price performance equals change in share price plus common stock dividends. Compensation expense will be recognized on a straight-line basis over the three-year vesting period based on an estimate of our Economic Return and share price performance in relation to the entities in the peer group and will be adjusted each period based on our best estimate of the actual number of shares awarded. For the year ended December 31, 2025, we granted 296 thousand PSU awards to senior management with a grant date fair value of $4 million. For the year ended December 31, 2024, we granted 179 thousand PSU awards to senior management with a grant date fair value of $3 million.

We recognized stock-based compensation expense of $11 million which includes stock grants to both Chimera and HomeXpress employees for the year ended December 31, 2025. We recognized stock-based compensation expense of $8 million for the year ended December 31, 2024.

At December 31, 2025 and December 31, 2024, there were approximately $2 million and $1 million, respectively, unvested shares of RSUs and PSUs issued to our employees and directors.

Capital Raising Activity

During the third quarter of 2025, we issued $120 million aggregate principal amount (including the additional amount issued pursuant to the exercise of the over-allotment option) of 8.875% Senior Notes due 2030 that pay quarterly interest. After deducting the underwriting discount and other debt issuance costs we received approximately $116 million of proceeds. While we continue to favor securitized debt as a source of financing for our assets, the ability to issue unsecured debt helps us to further diversify our capital structure and provides long-term financing to support our investment activities

Contractual Obligations and Commitments

The following tables summarize our contractual obligations at December 31, 2025 and December 31, 2024. The estimated principal repayment schedule of the securitized debt is based on expected cash flows of the residential mortgage loans or RMBS, as adjusted for expected principal write-downs on the underlying collateral of the debt. The acquisition of HomeXpress added $802 million of uncommitted secured financing agreements that mature within one year.

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December 31, 2025
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$5,305,130$733,206$$$6,038,336
Securitized debt, collateralized by Non-Agency RMBS8145428185
Securitized debt at fair value, collateralized by Loans held for investment1,194,7681,960,6481,802,1122,123,8427,081,370
Interest expense on MBS secured financing agreements (1)31,9903,94635,935
Interest expense on securitized debt (1)247,789385,515250,747350,1761,234,228
Total$6,779,685$3,083,460$2,052,862$2,474,047$14,390,054

(1) Interest is based on variable rates in effect as of December 31, 2025.

December 31, 2024
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$2,504,915$337,245$$$2,842,160
Securitized debt, collateralized by Non-Agency RMBS131326
Securitized debt at fair value, collateralized by Loans held for investment1,288,0282,091,1471,937,8682,253,0207,570,063
Interest expense on MBS secured financing agreements (1)29,7371,36431,101
Interest expense on securitized debt (1)255,162394,250257,323292,0811,198,816
Total$4,077,842$2,824,019$2,195,191$2,545,114$11,642,166

(1) Interest is based on variable rates in effect as of December 31, 2024.

Not included in the tables above are the unfunded construction loan commitments of $3 million and $5 million as of December 31, 2025 and December 31, 2024. We expect the majority of these commitments will be paid within one year and are reported under Payable for investments purchased in our Consolidated Statements of Financial Condition.

We have made a $75 million capital commitment to a fund managed by Kah Capital Management, LLC. During the quarter and year ended December 31, 2025, we funded an additional $637 thousand towards that commitment, which brought the total funding to $57 million, leaving an unfunded commitment of $18 million.

Capital Expenditure Requirements

At December 31, 2025 and December 31, 2024, we had no material commitments for capital expenditures.

Dividends

To maintain our qualification as a REIT, we must pay annual dividends to our stockholders of at least 90% of our taxable income (subject to certain adjustments). Before we pay any dividend, we must first meet any operating requirements and scheduled debt service on our financing facilities and other debt payable.

Critical Accounting Estimates

Accounting policies are integral to understanding our Management’s Discussion and Analysis of Financial Condition and Results of Operations. The preparation of financial statements in accordance with GAAP requires management to make certain judgments and assumptions, on the basis of information available at the time of the financial statements, in determining accounting estimates used in the preparation of these statements. Our significant accounting policies and accounting estimates are described in Note 2 to the consolidated financial statements. Critical accounting policies are described in this section. An accounting policy is considered critical if it requires management to make assumptions or judgments about matters that are highly uncertain at the time the accounting estimate was made or require significant management judgment in interpreting the accounting literature. If actual results differ from our judgments and assumptions, or other accounting judgments were made, this could have a significant and potentially adverse impact on our financial condition, results of operations and cash flows.

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The accounting policies and estimates which we consider most critical relate to the recognition of revenue on our investments, including recognition of any losses, and the determination of fair value of our financial instruments. The consolidated financial statements include, on a consolidated basis, our accounts, the accounts of our wholly-owned subsidiaries, and variable interest entities (“VIEs”) for which we are the primary beneficiary. All significant intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although our estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be different than anticipated in those estimates, which could materially adversely impact our results of operations and our financial condition. Management has made significant estimates in several areas, including current expected credit losses of Non-Agency RMBS, valuation of Loans held for investments, Agency and Non-Agency MBS, forward interest rates for interest rate swaps, and income recognition on Loans held for investments, Non-Agency RMBS, goodwill, intangibles and contingent earn-out liability. Actual results could differ materially from those estimates.

Recognition of Revenue

We primarily invest in pools of mortgage loans. All mortgage loans are carried at fair value with changes in fair value recognized in earnings. Our investments in mortgage loans pay principal and interest which is accrued when due. We also invest in MBS representing interests in obligations backed by pools of mortgage loans. Our investments in MBS includes investments in both Agency MBS and Non-Agency MBS. We delineate between (1) Agency MBS and (2) Non-Agency RMBS. The Agency MBS are mortgage pass-through certificates, CMOs, and other RMBS representing interests in or obligations backed by pools of residential mortgage loans issued or guaranteed as to principal and/or interest repayment by agencies of the U.S. Government or federally chartered corporations such as Ginnie Mae, Freddie Mac or Fannie Mae. The Non-Agency RMBS are not issued or guaranteed by Fannie Mae, Freddie Mac, or Ginnie Mae and are therefore subject to credit risk. We also invests in IO MBS strips which represent our right to receive a specified proportion of the contractual interest flows of the collateral.

Income on our investments is recognized based on an effective interest rate we expect to earn over the life of the investment. The effective interest rate is determined based on the cost of the investment and the expectation of future cash flows. To determine the future cash flows, we estimate the amount and timing of principal and interest, referred to as the repayment rate, and our expectations of defaults on payments of principal and interest. These estimates require significant judgment which change over time as our expectations change due to changes in market conditions and changes in our investments as principal and interest, other cash flows or losses are experienced. These estimates are compared to actual results of the investment and other similar investments on a regular basis and updated as necessary. These comparisons may result in a favorable or unfavorable change in the effective interest rate expected to be collected. Any favorable or unfavorable changes are reflected as a change in income. Our estimates of the timing and amount of principal and interest, including our expectation of defaults on payments of principal and interest are critical to accurately reporting interest income.

Our accounting policies for recognition of interest income and current expected credit losses related to MBS investments are described in further detail in Note 2 of the consolidated financial statements.

Revenue derived from our origination activities includes certain fees collected at the time of origination and gain or loss from the sale of LHFS. Loan origination income reflects the fees earned, net of lender credits from originating the loans. These consist of fees related to loan origination, discount points, underwriting, processing and other fees. Lender credits typically are related to rebates or concessions for certain loan origination costs.

Determination of Fair Value

Substantially all of our investments are carried at fair value. In accordance with current accounting guidance, fair value of our financial instruments represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the financial statement reporting date. We use internally developed models to determine fair value of our investments.

We determine the fair value of all of our Non-Agency RMBS investment securities, including Non-Agency represented as securitized debt, based on discounted cash flows utilizing an internal pricing model that incorporates factors such as coupon, repayment speeds, expected losses, expected loss severity, discount rates and other factors. Estimates of repayment speeds, expected losses and expected loss severity, require significant judgment and are based on what we believe a market participant would use to determine the cash flows. To corroborate that the estimates of fair values generated by these internal models are

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reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third-party pricing services.

We estimate the fair value of our Loans held for investment consisting of seasoned subprime residential mortgage loans on a loan-by-loan basis using an internally developed model which compares the loan held by us with a loan currently offered in the market. The loan price is adjusted in the model by considering the loan factors which would impact the value of a loan. These loan factors include loan coupon as compared to coupon currently available in the market, FICO, LTV ratios, delinquency history, owner occupancy, and property type, among other factors. A baseline is developed for each significant loan factor and adjusts the price up or down depending on how that factor for each specific loan compares to the baseline rate. Generally, the most significant impact on loan value is the loan interest rate as compared to interest rates currently available in the market and delinquency history. The determination of the baseline and the market expectation, requires significant judgment. To corroborate that the estimates of fair values generated by these internal models are reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third-party pricing service.

To the extent the inputs used to estimate fair value are observable, the values would be categorized in Level 2 of the fair value hierarchy; otherwise they would be categorized as Level 3. Our fair value estimation process utilizes inputs other than quoted prices that are observed in the market. Our estimates are deemed to be significant to the fair value measurement process, which renders the resulting Non-Agency fair value estimates Level 3 inputs in the fair value hierarchy. Level 3 assets represent approximately 70% of total assets measured at fair value on a recurring basis as of December 31, 2025 and 2024, respectively. Level 3 liabilities represent approximately 96% of total liabilities measured at fair value on a recurring basis as of December 31, 2025 and 2024, respectively.

Loans Held for Sale

LHFS are measured and reported at fair value. Our fair value election for its LHFS is intended to more accurately reflect the underlying economics of our operations. With the election of the fair value option for LHFS, loan origination fees, and the related direct loan origination costs associated with the origination of LHFS, are earned and expensed as incurred, respectively.

Interest Rate Lock Commitments

Interest rate lock commitments do not trade in an active market. Accordingly, the Company estimates the fair value of IRLCs based on the price an investor would be expected to pay to acquire such commitments, using current secondary market pricing for mortgage loans with similar characteristics.

The valuation incorporates observable market inputs, including loan type, underlying loan balance, borrower credit score, LTV ratio, note rate, loan program, expected loan sale date, and prevailing market conditions. The estimated fair value is adjusted at the individual loan level to reflect the servicing release premium, investor-specific pricing adjustments applicable to each loan, and the estimated direct costs required to convert the IRLC into a funded loan.

The resulting base value is further adjusted for the anticipated pull-through rate, which represents the probability that a locked loan will ultimately fund. The anticipated pull-through rate is an unobservable input derived from our historical funding experience and current pipeline characteristics. An increase in the anticipated pull-through rate results in an increase in the estimated fair value of IRLCs, while a decrease in the anticipated pull-through rate results in a decrease in estimated fair value. Due to the significance of this unobservable input, IRLCs are classified as Level 3 within the fair value hierarchy.

Our accounting policies for the determination of fair value of our investments are described in further detail in Note 2 and Note 7 of the consolidated financial statements.

VIEs

VIEs are defined as entities in which equity investors (i) do not have the characteristics of a controlling financial interest, and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is known as its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly impact the VIE’s economic performance, and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. For VIEs’ that do not have substantial on-going activities, the power to direct the activities that most significantly impact the VIEs’ economic performance may be determined by an entity’s involvement with the design of the VIE.

Our Consolidated Statements of Financial Condition contain the assets and liabilities related to 36 consolidated variable interest entities or VIEs. Due to the non-recourse nature of these VIEs our net exposure to loss from investments in these entities is limited to our retained beneficial interests.

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At December 31, 2025, we consolidated 34 residential mortgage loan securitizations and 2 RMBS re-securitization transactions which are VIEs. The residential mortgage loan securitizations contain jumbo prime and Non-QM residential mortgage loans. The RMBS re-securitization transactions contain Non-Agency RMBS comprised of primarily first lien mortgages of 2005-2007 vintages.

Our determination to consolidate these 36 VIEs was significantly influenced by management’s judgment related to the activities that most significantly impact the economic performance of these entities and the identification of the party with the power over such activities. For the residential mortgage loan securitizations, we determined that our ability to remove the servicer without cause resulted in us having the power that most significantly impacts the economic performance of the VIE. For the three consolidated RMBS re-securitization transactions, we determined that no party has power over any ongoing activities of the entities and therefore the determination of the primary beneficiary should be based on involvement with the initial design of the entity. Since we transferred the RMBS to the securitization entities, we determined we had the power over the design of the entity, which resulted in us being considered the primary beneficiary. This determination was influenced by the amount of economic exposure to the financial performance of the entity and required a significant management judgment in determining that we should consolidate these three entities.

Due to the consolidation of these VIEs, our actual ownership interests in the securitization and re-securitizations have been eliminated in consolidation and the Consolidated Statements of Financial Condition reflect both the assets held and non-recourse debt issued to third parties by these VIEs. In addition, our operating results and cash flows include the gross amounts related to the assets and liabilities of the VIEs as opposed to the actual economic interests we own in these VIEs. Our interest in these VIEs is restricted to the beneficial interests we retained in these transactions. We are not obligated to provide any financial support to these VIEs.

Our Consolidated Statements of Financial Condition separately present: (i) our direct assets and liabilities, and (ii) the assets and liabilities of our consolidated securitization vehicles net of intercompany eliminations representing securities from the securitization trusts retained by us. Assets of all consolidated VIEs can only be used to satisfy the obligations of those VIEs, and the liabilities of consolidated VIEs are non-recourse to us.

We have aggregated all the assets and liabilities of the consolidated securitization vehicles due to our determination that these entities are substantively similar and therefore a further disaggregated presentation would not be more meaningful. The notes to our consolidated financial statements describe our direct assets and liabilities and the assets and liabilities of our consolidated securitization vehicles. See Note 10 to our consolidated financial statements for additional information related to our investments in VIEs.

Recent Accounting Pronouncements

Refer to Note 2 in the Notes to consolidated financial statements for a discussion of accounting guidance we have recently adopted or expect to be adopted in the future.

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: 0001628280-25-006426.

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: 2025-02-19. Report date: 2024-12-31.

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

The following discussion of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes to those statements included in Item 15 of this 2024 Form 10-K. The discussion may contain certain forward-looking statements that involve risks and uncertainties. Forward-looking statements are those that are not historical in nature. As a result of many factors, such as those set forth under “Risk Factors” in this 2024 Form 10-K, our actual results may differ materially from those anticipated in such forward-looking statements.

This section of the 2024 Form 10-K generally discusses 2024 and 2023 items and year-to-year comparisons between 2024 and 2023. Discussions of 2022 items and year-to-year comparisons between 2023 and 2022 that are not included in this 2024 Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

All per share amounts, common shares outstanding and restricted shares for all periods presented reflect our 1-for-3 reverse stock split, which was effective after the close of trading on May 21, 2024.

Executive Summary

We are a publicly traded REIT that is primarily engaged in the business of investing in a diversified portfolio of mortgage assets for ourselves and for unrelated third parties through our third-party investment management and advisory services. The assets we may invest in and manage for others include residential mortgage loans, Non-Agency RMBS, Agency RMBS, business purpose loans (“BPLs”) (including residential transition loans (“RTLs”)) and investor loans, mortgage servicing rights (“MSRs”) and other real estate-related assets such as Agency CMBS, junior liens and home equity lines of credit, or HELOCs, equity appreciation rights, and reverse mortgages. The MBS and other real estate-related securities we purchase may include investment-grade, non-investment grade, and non-rated securities. Our investment management and advisory services are provided on a discretionary basis through investment funds that we manage and on a non-discretionary basis with respect to assets acquired and owned by third-party institutions, including insurance companies, credit funds, and other institutional investors.

Our principal business objective is to provide attractive risk-adjusted returns through the generation of distributable income from our investment portfolio whose asset performance is linked to mortgage credit fundamentals and fees generated from providing investment management and advisory services to third parties. We plan to execute our business strategy through a combination of organic and external growth, depending on opportunities and market conditions. In addition to our strategy of building a durable portfolio of residential mortgage assets, we may invest in operational platforms, including entities that originate or service mortgage loans, and other businesses, partnerships or investments that could enhance our business activities.

For a full description of our business, see Part 1 – Business in this Annual Report on Form 10-K.

Market Conditions and our Strategy

Interest Rates

The consumer price index declined in the first part of 2024 and then held steady before rising in November and December, increasing 2.9% during 2024. The personal consumption expenditures price index increased 2.6% in December 2024, as compared with December 2023, recording a bigger increase than the 2.1% increase from October 2023 to October 2024.

Meanwhile, real GDP in the U.S. grew at an annualized rate of 2.3% in the fourth quarter of 2024. Labor market conditions remained tight throughout the year, with the unemployment rate fluctuating between 3.7% and 4.2%.

The Federal Reserve kept the federal funds rate in a target range of 5.25% and 5.50% through the first three quarters of 2024. The Federal Reserve then lowered the target federal funds rate by one hundred basis points between September and year-end. Long-term interest rates did not react to the federal funds rate cut as expected. In each of the previous seven cutting cycles since the 1980s, the 10-year Treasury rate decreased after a Fed rate cut. In 2024, the 10-year Treasury yield had decreased to 3.62% from a high of 4.70% in April only to spike back up to 4.63% by year-end after the Fed rate cuts. During the fourth quarter of 2024, the term premium for 10-year Treasuries increased by 75 basis points, which means the 10-year Treasury rate increased an additional 75 basis points over the rate change based on changing Fed expectations. We believe this increase in the term premium reflects the market’s uncertainty about future rates.

Credit Spreads

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Residential credit performance was strong in 2024, driven by robust fundamentals given low defaults, rising home prices and record levels of homeowners’ equity. In addition, Non-Agency RMBS gross issuance ended at approximately $137 billion, almost doubling from 2023 issuance levels of $71 billion. Investor demand was very strong, and credit spreads tightened in 2024, especially at the bottom of capital structure, with the credit curve flattening significantly.

While credit spreads in the residential market tightened significantly in 2024, they continue to remain attractive relative to the investment grade and high yield corporate bond markets. We believe market conditions align well with our residential credit strategy.

Housing Market

As discussed earlier, interest rates experienced volatility during the year and that was reflected in mortgage rates. According to Freddie Mac, the average 30-year fixed mortgage rate started the year at 6.62% and ended the year at 6.85%, representing an increase of twenty-three basis points. However, mortgage rates were volatile throughout 2024 and peaked at 7.22% in May and by September had retreated down to 6.08%, prompting a modest uptick in refinancing activity. The mortgage basis, which is the spread between MBS and Treasury benchmarks, remained mostly range-bound between 120 and 160 basis points and ended the year at 135.

During 2024, the number of previously owned-homes that were sold declined for the third consecutive year and to the lowest level since 1995 reflecting what we believe was the continuation of the lock-in effect and homeowners are reluctant to trade in the low mortgage rate for a higher rate if they sell their home. New home construction was up slightly from 2023, but new homes for sale that are under construction peaked in March and were slightly down from that peak in December. The number of completed new homes for sale hit its highest level in December since 2009. Demand, however, on a national basis for newly constructed homes remained strong during the year as the time from completing construction to sale remained under 3 months as compared to a historical average of nearly 5 months.

Our Strategy in 2024

Against this market backdrop, we managed our portfolio by increasing liquidity and diversifying sources of income. Consistent with this strategy, we raised $74 million from an equity raise in December 2023 and $140 million from two issuances of unsecured notes and deployed the net proceeds.

We invested approximately $102 million in subordinated tranches of new issue third-party mortgage securitizations backed by RPLs and small balance commercial properties. These investments were purchased at attractive unlevered yields. Finally, we invested $1 billion in floating rate Agency CMOs. These floating rate investments were purchased at levered yields that exceeded the cost of capital from the Company’s unsecured debt issuance. We believe these investments will provide an attractive return while serving as a source of liquidity during intermittent periods as we seek to deploy capital in loans or other investments.

In 2024, we committed to purchase $1.1 billion of residential mortgage loans, down from $1.4 billion in 2023 and $1.7 billion in 2022. Of such loans, approximately 44% were seasoned RPLs, 29% were Non-QMs, and the remainder were BPLs. Of the $1.1 billion of residential mortgage loans that we committed to acquire in 2024, $130 million were RTLs and $308 million were Non-QM DSCR loans that settled in the first quarter of 2025. Apart from RTLs, all loans purchased were financed or expected to be financed through non-recourse term securitization transactions. The loan characteristics of the seasoned RPLs and BPLs were consistent with the characteristics which currently exist in our portfolio.

In December 2024, we completed the Palisades Acquisition, providing us with a new fee-based source of income, as discussed below.

Given the challenging operating environment, ongoing liquidity needs, and opportunities to purchase new assets with higher yields, we rebalanced a portion of our investment portfolio. Overall, we sold $38 million Agency CMBS. These sales resulted in a recognized loss of $3.8 million. Additionally, to fund our investment activity and the Palisades Acquisition, we raised $20 million in liquidity through the sale of Agency CMOs during the fourth quarter. These sales resulted in a realized loss of $1.5 million.

Considering the overall investment purchases, sales, and securitization activities, at December 31, 2024, our portfolio consisted of 88% residential mortgage loans, 8% Non-Agency RMBS, and 4% Agency MBS (including Agency CMOs) on a fair value basis. Our Agency portfolio increased by $417 million year-over-year through a combination of purchases and sales of Agency CMOs and sales of Agency CMBS activities.

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Given the interest rate volatility during the year, portfolio valuations remained volatile and ended the year with valuations ranging from flat to slightly down. The increase in rates, particularly at the longer dated maturity toward the end of the year, caused a 11.77% decline in book value during the fourth quarter of 2024. Our book value per common share was $19.72, as of December 31, 2024, as compared to $20.25 as of December 31, 2023. We declared $1.42 common stock dividends per share in 2024. Our economic return on book value, which includes the overall change in book value for the period plus dividends, was 4.40% for the full year of 2024. The total rate of return on our common stock, including dividend reinvestment, was 3.5% for 2024.

Additional Business Highlights

Capital Raising Activity during 2024

In May 2024, we issued $65 million of 9.00% unsecured senior notes due May 15, 2029. Net of underwriting fees, we received a total of $62 million in proceeds. These notes may be redeemed, in whole or in part, at any time at our option on or after May 15, 2026. In August 2024, we issued $75 million of 9.25% unsecured senior notes due August 15, 2029. Net of underwriting fees, we received a total of $72 million in proceeds. These notes may be redeemed, in whole or in part, at any time at our option on or after August 15, 2026.

Acquisition of Palisades Group

In December 2024, we consummated the Palisades Acquisition. Founded in 2012, Palisades manages and invests, on behalf of third parties, in residential real estate assets across a broad spectrum of credit products. Upon closing, Jack Macdowell, Jr., co-founder and Chief Investment Officer of Palisades, became our Chief Investment Officer. Under the terms of the agreement, we acquired Palisades for cash consideration of $30 million at closing, plus an additional potential earnout of up to $20 million over five years contingent upon achieving certain financial targets, with the option for us to pay 50% of the earnout payments in common shares, aligning interests with those of our shareholders.

Secured Financing Activity during 2024

The Federal Reserve shifted its monetary policy stance, transitioning from a period of rate hikes to implementing one hundred basis points in rate cuts during 2024 in response to evolving economic conditions. Managing our floating rate liabilities through this period of uncertainty remained among the top priorities of management. Management was focused throughout the year on strengthening our portfolio’s liability structure through proactive portfolio management (selling certain assets, purchasing non-agency subordinate securities and Agency CMO floaters) and securitization, which provides long-term, fixed rate, non-recourse financing.

On a year-over-year basis, our secured financing agreements (recourse liabilities) increased by a net $392 million:

•Secured financing facilities backed by residential credit portfolio increased by $35 million.

•Secured financing backed by Agency CMO facilities increased by $403 million.

While our securitized debt (non-recourse liabilities) increased by $392 million during the third quarter as we closed on our CIM 2024-R1 securitization, our net securitized debt balance decreased by $617 million due to prepayments during the year. As of December 31, 2024, we had no outstanding warehouse financing exposure (recourse liabilities) backed by RPLs. Our repo funding costs decreased by 103 basis points during the year, consistent with decreases in the federal funds rates over the period.

Securitization Activity during 2024

In July, we sponsored CIM 2024-R1, a $468 million securitization of seasoned RPLs. Securities issued by CIM 2024-R1, with an aggregate balance of approximately $352 million, were sold in a private placement to institutional investors. These senior securities represented approximately 75.15% of the capital structure. We retained subordinate interests in securities with an aggregate balance of approximately $116 million and certain interest-only securities. We also retained an option to call the securitized mortgage loans when their unpaid principal balance is less than or equal to 30% of the unpaid principal balance of the securitized mortgage loans as of the cut-off date. The advance rate was 75% with a 5.7% weighted average cost of debt.

Hedging transactions during 2024

We engaged in a series of interest rate hedges to help mitigate the impact of higher interest rates on our future financing and protect against the impact of higher interest rates on the overall portfolio value. Our hedging strategies are dynamic. In 2024, management focused on limiting the impact of higher interest rates, while maintaining optionality for our portfolio to benefit from potential lower interest rates in the future. Over the year, we converted $1.5 billion of swaptions to a pay-fixed 1-year swap with a weighted average coupon of 3.56%. In addition, $1 billion of pay fixed 3.26% swaps matured .

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As of December 31, 2024, we maintained open interest rate swap positions in: (i) a $500 million 3.43% pay-fixed interest rate swap maturing in April 2025, (ii) a $500 million 3.49% pay-fixed interest rate swap maturing in April 2025, and (iii) a $500 million 3.76% pay-fixed interest rate swap maturing in June 2025. The company also has a long position in $500 million 1-year swaption on a 1-year pay-fixed interest rate swap with a fixed rate of 3.45% that we exercised in January 2025.

Considering the velocity and magnitude of interest rate movements, we maintained a hedging program to manage the interest rate risk for the time differential between loan purchase commitment and the closing of loans into securitization. In addition, we used a combination of various U.S. Treasury futures contracts to hedge our exposure to future financing costs. Our hedging techniques attempt to mitigate the interest rate risk but do not capture the impact of credit spread risk. As part of our ongoing securitization execution hedging strategy, we entered into $200 million of short 2-year treasury futures contracts during the fourth quarter to buy protection that hedges the coupon rate of the senior notes of the securitization execution that settled during the first quarter of 2025.

Operating expenses

Compensation, general, administrative, and servicing expenses were lower marginally year-over-year when excluding expenses related to the Palisades Acquisition. Our transaction expenses were significantly lower during the year due to reduced securitization activity in 2024. However, these expenses increased in the fourth quarter by $2.4 million primarily from expenses related to the Palisades Acquisition. The increase in Compensation and benefits costs for the year ended December 31, 2024, as compared to the year ended December 31, 2023, was primarily driven by a $10 million, related-party, non-cash imputed compensation charge on the Palisade Acquisition.

Reverse Stock Split

On May 10, 2024, our Board of Directors approved a 1-for-3 reverse stock split of our common stock. The reverse stock split was effective after the close of trading on May 21, 2024, and shares of our common stock began trading on a reverse split-adjusted basis on the New York Stock Exchange beginning at the opening of trading on May 22, 2024. We implemented the reverse stock split with the objective of reducing our number of shares of common stock outstanding to more closely align with the number of common shares outstanding for companies of a similar market capitalization. As a result of the reverse stock split, every three shares of our common stock was converted into one share of common stock, reducing the number of issued and outstanding shares of our common stock from approximately 241 million to approximately 80 million and reducing the number of authorized shares from 500 million to approximately 167 million.

Strategy Outlook

We continue to approach portfolio management in a disciplined manner and are expecting to operate in an uncertain environment defined in part by higher interest rates and increased rate volatility. In 2025, we expect to continue to diversify our portfolio, increase liquidity and grow our fee-based income revenue streams.

While we intend to continue to look for opportunities to acquire and securitize mortgage loans, we expect to grow our Agency RMBS portfolio. In addition to supporting our regulatory compliance, we believe that a larger Agency RMBS portfolio will provide portfolio diversity, more stable dividends, and a source of liquidity for opportunistic asset and business acquisitions and protection in periods of volatility. We also intend to look at opportunities to acquire MSRs, which we believe will help hedge our loan portfolio, as well as provide a diverse source of income for our dividends.

With the Palisades Acquisition, we have embarked on our strategy of enhancing returns to our shareholders through diversification of revenue from fee-based income. As we move into 2025 and beyond, we expect to expand and grow our non-discretionary investment management and advisory services and continue to look for opportunities to grow through a combination of organic and external growth, depending on opportunities and market conditions.

We expect that funds for these portfolio diversification and growth initiatives will come from our existing portfolio as we return to our re-lever strategy. We expect to call, and if market conditions are appropriate, re-securitize our NR securitizations, as well as some of our R securitizations in 2025.

Finally, at the end of the year, our total recourse financing exposure was $2.96 billion. We continue to seek opportunities to finance our retained notes from securitizations with long-term, limited, or, when conditions are appropriate, non-MTM finance facilities. We currently have 48% of our recourse financing with these types of facilities. To further manage our interest rate risk, we intend to use financial derivatives such as futures, interest rate swaps and swaptions to hedge against securitization executions and net interest margin compression.

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Business Operations

Net Income (Loss) Summary

The table below presents our net income (loss) on a GAAP basis for the years ended December 31, 2024, 2023 and 2022.

Net Income (Loss)
(dollars in thousands, except share and per share data)
For the Years Ended
December 31, 2024December 31, 2023December 31, 2022
Net interest income:
Interest income (1)$760,950$772,904$773,121
Interest expense (2)496,274509,541333,293
Net interest income264,676263,363439,828
Increase (decrease) in provision for credit losses9,83811,3717,037
Other income (losses):
Net unrealized gains (losses) on derivatives2,963(6,411)(1,482)
Realized gains (losses) on derivatives(21,540)(40,957)(561)
Periodic interest cost of swaps, net23,78017,167(1,752)
Net gains (losses) on derivatives5,203(30,201)(3,795)
Investment management and advisory fees2,710
Net unrealized gains (losses) on financial instruments at fair value10,81134,373(736,899)
Net realized gains (losses) on sales of investments(5,219)(31,234)(76,473)
Gains (losses) on extinguishment of debt3,875(2,897)
Other investment gains (losses)9,5431,091(1,866)
Total other income (losses)23,048(22,096)(821,930)
Other expenses:
Compensation and benefits (3)41,36430,57049,378
General and administrative expenses23,20125,11722,651
Servicing and asset manager fees29,79532,62436,005
Amortization of intangibles and depreciation expenses321
Transaction expenses7,09115,37916,146
Total other expenses101,772103,690124,180
Income (loss) before income taxes176,114126,206(513,319)
Income taxes49102(253)
Net income (loss)$176,065$126,104$(513,066)
Dividends on preferred stock85,73673,75073,765
Net income (loss) available to common shareholders$90,329$52,354$(586,831)
Net income (loss) per share available to common shareholders:
Basic$1.12$0.68$(7.53)
Diluted$1.10$0.68$(7.53)
Weighted average number of common shares outstanding:
Basic80,976,74576,685,78577,979,582
Diluted82,157,62277,539,28977,979,582
Dividends declared per share of common stock$1.42$2.10$3.36

(1) Includes interest income of consolidated VIEs of $640,499, $593,384, and $551,253 for the years ended December 31, 2024, 2023, and 2022, respectively.

(2) Includes interest expense of consolidated VIEs of $293,509, $282,542, and $197,823 for the years ended December 31, 2024, 2023, and 2022, respectively.

(3) Includes a related-party, non-cash imputed compensation expense from the Palisades Acquisition of $10 million for the year ended December 31, 2024.

See accompanying notes to consolidated financial statements.

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Results of Operations for the Years Ended December 31, 2024 and 2023.

Our primary source of income is interest income earned on our assets, net of interest expense paid on our financing liabilities.

For the year ended December 31, 2024, our net income available to common shareholders was $90 million, or $1.12 per average basic common share, compared to a net income of $52 million, or $0.68 per average basic common share for the year ended December 31, 2023. The increase in net income available to common shareholders for the year ended December 31, 2024, as compared to the year ended December 31, 2023 was primarily driven by an increase in net gains on derivatives of $35 million, a decrease in net losses on sales of investments of $26 million, and a decrease in transactions expenses of $8 million.

During the year ended December 31, 2024, we had net interest income of $265 million, unrealized gains on financial instruments at fair value of $11 million, net gains on derivatives of $5 million, investment and asset management fees of $3 million, and other investment gains of $10 million, offset in part by operating expenses of $102 million, preferred stock dividend of $86 million, and realized losses on sales of investments of $5 million.

Interest Income

Interest income decreased by $12 million, or 1.5%, to $761 million for the year ended December 31, 2024, as compared to $773 million for the year ended December 31, 2023. This decrease in our interest income during the year ended December 31, 2024 was primarily driven by a decrease in our average interest earning assets as compared to the year ended December 31, 2023. We reduced our Loans held for investments by $877 million and Agency CMBS positions by $127 million offset by an increase in our Agency RMBS balance by $613 million during the year ended December 31, 2024, as compared to the year ended December 31, 2023. However, during the year ended December 31, 2024, the yields on our average interest earning assets increased by 10 basis points to 5.8%, as compared to 5.7% for the year ended December 31, 2023, which partially offset the effects of lower interest earning asset balances.

Due to these changes in our portfolio, our interest income on Loans held for investment and Agency CMBS decreased by $28 million and $5 million, respectively, during the year ended December 31, 2024, as compared to the year ended December 31, 2023. This decrease was offset in part by an increase in interest income of $23 million on our Agency RMBS portfolio driven by our Agency CMO purchases during the year ended December 31, 2024, as compared to the year ended December 31, 2023.

Interest Expense

Interest expense decreased by $14 million, or 3%, to $496 million for the year ended December 31, 2024, as compared to $510 million for the year ended December 31, 2023. This decrease in interest expense for the year ended December 31, 2024, as compared to the year ended December 31, 2023, was primarily driven by a decrease in our average interest-bearing liabilities and the Federal Reserve's 100 basis points rate cut.

As we rebalanced our investment portfolio, we reduced our average secured financing agreements collateralized by Agency CMBS, Non-Agency RMBS and Loans held for investment by $428 million, which combined with lower financing costs due to Fed rate cuts, decreased our interest expense on secured financing agreements collateralized by Loans held for investments, Non-agency RMBS, and Agency CMBS by $19 million, $20 million, and $5 million, respectively, during the year ended December 31, 2024, as compared to the year ended December 31, 2023. This was partially offset by an increase in interest expense on our secured financing agreements collateralized by Agency RMBS by $17 million, driven by higher borrowings to finance our Agency CMO purchases, and Long term debt expense of $7 million during the year ended December 31, 2024, as compared to the year ended December 31, 2023. Interest expense on our secured debt increased slightly by $1 million, to $294 million during the year ended December 31, 2024, as compared to $293 million in the prior year. Our average securitized debt balances decreased by $478 million during the year ended December 31, 2024, as compared to the year ended December 31, 2023, but we had an increase in our average yield on our debt of 20 basis points which primarily drove the slight increase in interest expense.

Economic Net Interest Income

Our Economic net interest income is a non-GAAP financial measure that equals GAAP net interest income adjusted for net periodic interest cost of interest rate swaps and excludes interest earned on cash. For the purpose of computing economic net interest income and ratios relating to cost of funds measures throughout this section, interest expense includes net payments on our interest rate swaps, which is presented as a part of Net gains (losses) on derivatives in our Consolidated Statements of Operations. Interest rate swaps are used to manage the increase in interest paid on secured financing agreements in a rising rate environment. Presenting the net contractual interest payments on interest rate swaps with the interest paid on interest-bearing

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liabilities reflects our total contractual interest payments. We believe this presentation is useful to investors because it depicts the economic value of our investment strategy by showing all components of interest expense and net interest income of our investment portfolio. However, Economic net interest income should not be viewed in isolation and is not a substitute for net interest income computed in accordance with GAAP. Where indicated, interest expense, adjusting for any interest earned on cash, is referred to as Economic interest expense. Where indicated, net interest income reflecting net periodic interest cost of interest rate swaps and any interest earned on cash, is referred to as Economic net interest income.

The following table reconciles the Economic net interest income to GAAP net interest income and Economic interest expense to GAAP interest expense for the periods presented.

GAAP Interest IncomeGAAP Interest ExpensePeriodic Interest Cost of Interest Rate SwapsEconomic Interest ExpenseGAAP Net Interest IncomePeriodic Interest Cost of Interest Rate SwapsOther (1)Economic Net Interest Income
For the Year Ended December 31, 2024$760,950$496,274$(23,780)$472,494$264,676$23,780$(7,352)$281,104
For the Year Ended December 31, 2023$772,904$509,541$(17,167)$492,374$263,363$17,167$(9,871)$270,659
For the Year Ended December 31, 2022$773,121$333,293$1,752$335,045$439,828$(1,752)$(2,505)$435,571
For the Quarter Ended December 31, 2024$192,364$126,540$(4,542)$121,997$65,824$4,542$(1,169)$69,197
For the Quarter Ended September 30, 2024$195,295$128,844$(6,789)$122,054$66,451$6,789$(1,729)$71,511
For the Quarter Ended June 30, 2024$186,717$119,422$(6,971)$112,451$67,295$6,971$(1,872)$72,394
For the Quarter Ended March 31, 2024$186,574$121,468$(5,476)$115,992$65,106$5,476$(2,581)$68,001

(1) Primarily interest income on cash and cash equivalents.

Net Interest Rate Spread

The following table shows our average earning assets held, interest earned on assets, yield on average interest earning assets, average debt balance, economic interest expense, economic average cost of funds, economic net interest income and net interest rate spread for the periods presented.

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For the Quarters Ended
December 31, 2024September 30, 2024December 31, 2023
(dollars in thousands)(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1):
Agency RMBS (3)$682,811$10,5056.1%$627,966$10,3436.6%$19,136$3036.3%
Agency CMBS41,9065074.8%44,2365024.5%105,2701,1384.3%
Non-Agency RMBS1,000,49629,50811.8%978,81130,36512.4%950,36629,61112.5%
Loans held for investment11,107,918150,6745.4%11,260,536152,3555.4%11,882,662158,5015.3%
Total$12,833,131$191,1946.0%$12,911,549$193,5656.1%$12,957,434$189,5535.9%
Liabilities and stockholders' equity:
Interest-bearing liabilities (2):
Secured financing agreements collateralized by:
Agency RMBS (3)$637,645$7,4385.0%$537,265$7,5635.7%$$%
Agency CMBS29,1943665.0%31,0014235.5%75,8471,0715.6%
Non-Agency RMBS657,76210,5376.4%649,41211,0886.8%710,55013,5617.6%
Loans held for investment1,745,52227,9736.4%1,699,74426,6436.3%1,761,18830,2986.9%
Securitized debt7,670,96772,2093.8%7,887,60973,8673.7%8,422,01776,3273.6%
Long term debt (3)139,7503,4749.9%99,9382,4709.9%%
Total$10,880,840$121,9974.5%$10,904,969$122,0544.5%$10,969,602$121,2574.4%
Economic net interest income/net interest rate spread$69,1971.5%$71,5111.6%$68,2961.5%
Net interest-earning assets/net interest margin$1,952,2912.2%$2,006,5802.2%$1,987,8322.1%
Ratio of interest-earning assets to interest bearing liabilities1.181.181.18
(1) Interest-earning assets at amortized cost.
(2) Interest includes periodic net interest cost on swaps.
(3) These amounts have been adjusted to reflect the daily outstanding averages for which the financial instruments were held during the period.

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For the Years Ended
December 31, 2024December 31, 2023
(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1):
Agency RMBS (3)$631,883$23,8926.3%$18,907$1,1646.2%
Agency CMBS49,5932,3214.7%176,8267,5234.3%
Non-Agency RMBS978,131119,33512.2%970,211118,07812.2%
Loans held for investment11,337,205608,0505.4%12,214,061636,2685.2%
Total$12,996,812$753,5985.8%$13,380,005$763,0335.7%
Liabilities and stockholders' equity:
Interest-bearing liabilities (2):
Secured financing agreements collateralized by:
Agency RMBS (3)$540,735$16,8605.2%$1,551$1187.6%
Agency CMBS35,5551,9515.5%139,7466,8784.9%
Non-Agency RMBS661,78144,6496.7%744,20864,8318.7%
Loans held for investment1,709,150108,8916.4%1,950,810127,6276.5%
Securitized debt7,930,785293,5093.7%8,408,355292,9203.5%
Long term debt (3)110,0506,6349.9%%
Total$10,988,056$472,4944.3%$11,244,670$492,3744.4%
Economic net interest income/net interest rate spread$281,1041.5%$270,6591.3%
Net interest-earning assets/net interest margin$2,008,7562.2%$2,135,3352.0%
Ratio of interest-earning assets to interest bearing liabilities1.181.19
(1) Interest-earning assets at amortized cost.
(2) Interest includes periodic net interest cost on swaps.
(3) These amounts have been adjusted to reflect the daily outstanding averages for which the financial instruments were held during the period.

Economic Net Interest Income and the Average Earning Assets

Our Economic net interest income (which is a non-GAAP measure, see “Economic net interest income” discussion earlier for details) increased by $10 million to $281 million for the year ended December 31, 2024 from $271 million for the year ended December 31, 2023. The net interest margin, which equals the Economic net interest income as a percentage of the net average balance of our interest-earning assets less our interest-bearing liabilities, increased by 20 basis points for the year ended December 31, 2024, as compared to the year ended December 31, 2023. Our Average net interest-earning assets decreased by $127 million to $2.0 billion for the year ended December 31, 2024, compared to $2.1 billion for the same period of 2023. Our net interest rate spread, which equals the yield on our average interest-earning assets less the economic average cost of funds, increased by 20 basis points for the year ended December 31, 2024, as compared to the year ended December 31, 2023. The increase in our net interest spread was primarily driven by a decrease in our interest expense due to Fed rate cuts and lower average interest-bearing liabilities balances driven by our de-levering efforts.

Economic Interest Expense and the Cost of Funds

The borrowing rate at which we are able to finance our assets using secured financing agreements is typically correlated to Secured Overnight Financing Rate (“SOFR”) and the term of the financing. The borrowing rate on the majority of our securitized debt is fixed and correlated to the term of the financing. The table below shows our average borrowed funds, Economic interest expense, average cost of funds (inclusive of periodic interest costs on swaps), average one-month SOFR, average three-month SOFR and average one-month SOFR relative to average three-month SOFR.

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Average Debt BalanceEconomic Interest ExpenseAverage Cost of FundsAverage One-Month SOFRAverage Three-Month SOFRAverage One-Month SOFR Relative to Average Three-Month SOFR
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2024$10,988,056$472,4944.30%5.09%5.02%0.07%
For The Year Ended December 31, 2023$11,244,670$492,3744.38%5.07%5.17%(0.10)%
For The Year Ended December 31, 2022$11,272,811$335,0452.97%1.85%2.18%(0.33)%
For the Quarter Ended December 31, 2024$10,880,840$121,9974.48%4.59%4.50%0.09%
For the Quarter Ended September 30, 2024$10,904,969$122,0544.48%5.29%5.24%0.05%
For the Quarter Ended June 30, 2024$10,741,156$112,4514.24%5.33%5.33%0.00%
For the Quarter Ended March 31, 2024$10,629,205$115,9924.37%5.33%5.32%0.01%

Average interest-bearing liabilities decreased by $257 million for the year ended December 31, 2024, as compared to the year ended December 31, 2023. Economic interest expense decreased by $20 million for the year ended December 31, 2024, as compared to the year ended December 31, 2023, primarily due to Fed rate cuts.

While we may use interest rate hedges to mitigate risks related to changes in interest rate, the hedges may not fully offset interest expense movements.

Provision for Credit Losses

For the year ended December 31, 2024, we recorded provision for credit losses of $10 million, as compared to provision of credit losses of $11 million for the year ended December 31, 2023.

The increase in provision for credit losses for the year ended December 31, 2024 as compared to the year ended December 31, 2023, is primarily due to an increase in expected losses and delinquencies. In addition, certain Non-Agency RMBS positions, now have higher unrealized losses and resulted in the recognition of an allowance for credit losses which was previously limited by unrealized gains on these investments.

Net Gains (Losses) on Derivatives

We use derivatives to economically hedge the effects of changes in interest rates on our portfolio, specifically our secured financing agreements. Unrealized gains and losses include the change in market value, period over period, on our derivatives portfolio. Changes in market value are generally a result of changes in interest rates. We may or may not ultimately realize these unrealized derivative gains and losses depending on trade activity, changes in interest rates and the values of the underlying securities. The net gains and losses on our derivatives include both unrealized and realized gains and losses. Realized gains and losses include the net cash paid and received on our interest rate swaps during the period as well as sales, terminations and settlements of our swaps, swaptions and U.S. Treasury futures.

The table below shows a summary of our net gains (losses) on derivative instruments, for the years ended December 31, 2024, 2023, and 2022, respectively.

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For the Years Ended
December 31, 2024December 31, 2023December 31, 2022
(dollars in thousands)
Periodic interest income (expense) on interest rate swaps, net$23,780$17,167$(1,752)
Realized gains (losses) on derivative instruments, net:
Swaps(17,317)(45,226)(561)
Treasury futures(4,223)(6,344)
Swaptions10,613
Total realized gains (losses) on derivative instruments, net(21,540)(40,957)(561)
Unrealized gains (losses) on derivative instruments, net:
Interest rate swaps4,224497(10,358)
Treasury futures117
Swaptions(1,378)(6,908)8,876
Total unrealized gains (losses) on derivative instruments, net:2,963(6,411)(1,482)
Total gains (losses) on derivative instruments, net$5,203$(30,201)$(3,795)

During the years ended December 31, 2024 and 2023, we recognized total net gains on derivatives of $5 million and total net losses on derivatives of $30 million, respectively. Changes in market value are generally a result of changes in interest rates. We may or may not ultimately realize these unrealized derivative gains and losses depending on trade activity, changes in interest rates and the values of the underlying securities.

The weighted average pay rate on our interest rate swaps at December 31, 2024 was 3.56% and the weighted average receive rate was 4.49%. At December 31, 2024, the weighted average maturity on our interest rate swaps was less than one year. The weighted average pay rate on our interest rate swap at December 31, 2023 was 3.26% and the weighted average receive rate was 5.40%. At December 31, 2023, the weighted average maturity on our interest rate swaps was less than one year.

We had no swap terminations during the year ended December 31, 2024. We had a realized loss of $17 million related to the maturity of one swap during the year ended December 31, 2024. We paid $45 million to terminate interest rate swaps with a notional value of $2.5 billion during the year ended December 31, 2023. The terminated swaps had original maturities ranging from 2025 to 2028.

During the year ended December 31, 2024, we exercised three swaption contracts, each with $500 million notional, and entered into three one-year swaps, each with $500 million notional and a weighted average fixed pay rate of 3.56%.

During the year ended December 31, 2023, we entered into three swaption contracts for a one-year forward starting swaps with a total notional of $1.5 billion with a 3.56% strike rate. The underlying swap terms will allow us to pay a fixed rate of 3.56% and receive floating overnight SOFR rate. Additionally, during the year ended December 31, 2023, we terminated our existing $1.0 billion notional swaption contract for a one-year forward starting swap. We also entered and terminated three new swaptions contracts with $2.3 billion notional during the year ended December 31, 2023. We had net realized gains of $11 million on these swaption terminations.

During the year ended December 31, 2024, we entered into 1,391 short 5-year and 1,684 short 5-year U.S. Treasury futures contracts with notional amounts of $139 million and $168 million, respectively, which we subsequently covered for a net realized loss of $4.9 million. Additionally, we covered and reopened our existing open 2-year U.S Treasury futures contact position for a realized gain of $641 thousand. We are short 1,000 2-year U.S. Treasury futures contracts as of December 31, 2024. During the year ended December 31, 2023, we entered into 6,000 short 5-year and 1,875 short 2-year U.S. Treasury futures contracts with a notional amounts of $600 million and $375 million, respectively, which we subsequently covered and had no outstanding U.S. Treasury futures contracts at December 31, 2023. We had a net realized loss of $6 million on covering these short U.S. Treasury futures contracts. We also entered into 400 call options on 2-year and 5-year U.S. Treasury futures and subsequently covered them during the year ended December 31, 2023 for a realized loss of $187 thousand.

Changes in our derivative positions were primarily a result of changes in our secured financing composition and changes in interest rates.

Investment management and advisory fees

During the fourth quarter of 2024, we started earning investment management and advisory fees through certain investment management agreements entered into with our investment partnerships and privately offered pooled investment vehicles,

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insurance companies, and other institutional clients. We recognized investment management and advisory fees of $3 million for the year ended December 31, 2024.

Net Unrealized Gains (Losses) on Financial Instruments at Fair Value

As discussed earlier, generally tighter residential credit spreads and lower interest rates during the year ended December 31, 2024, as compared to the year ended December 31, 2023, resulted in a slight increase in the market value of our investments carried with fair value option. We had Net unrealized gains on financial instruments at fair value of $11 million and $34 million for the years ended December 31, 2024 and December 31, 2023, respectively.

Gains and Losses on Sales of Assets

We do not forecast sales of investments as we generally expect to invest for long-term gains. However, from time to time, we may sell assets to create liquidity necessary to pursue new opportunities, to achieve targeted leverage ratios, as well as for gains when prices indicate a sale is most beneficial to us, or is the most prudent course of action to maintain a targeted risk adjusted yield for our investors. As mentioned earlier, during the year ended December 31, 2024, we rebalanced a portion of our investment portfolio and sold Agency CMBS and Agency CMO assets. These sales resulted in a net realized losses of $5 million during the year ended December 31, 2024. During the year ended December 31, 2023, we sold some of our Agency MBS investments as part of our portfolio optimization efforts and realized a loss of $31 million.

Gain and Loss on Extinguishment of Debt

When we acquire our outstanding securitized debt, we extinguish the outstanding debt and recognize a gain or loss based on the difference between the carrying value of the debt and the cost to acquire the debt which is reflected in the Consolidated Statements of Operations as a gain or loss on extinguishment of debt.

Securitized Debt Collateralized by Non-Agency RMBS

We did not acquire any securitized debt collateralized by Non-Agency RMBS during the year ended December 31, 2024, and December 31, 2023.

Securitized Debt Collateralized by Loans Held for Investment

We did not acquire any securitized debt collateralized by Loans held for investment during the year ended December 31, 2024. During the year ended December 31, 2023, we acquired securitized debt collateralized by Loans held for investment with an amortized cost balance of $551 million for $545 million. These transactions resulted in net gain on extinguishment of debt of $6 million.

Long Term Debt Expense

During the second quarter of 2024, we issued $65 million aggregate principal amount of 9.00% unsecured senior notes due 2029 that pay quarterly interest. After deducting the underwriting discount and other debt issuance costs, we received approximately $62 million of proceeds.

During the third quarter of 2024, we issued $75 million aggregate principal amount (including the additional amount

issued pursuant to the exercise of the over-allotment option) of 9.25% unsecured senior notes due 2029 that pay quarterly interest. After deducting the underwriting discount and other debt issuance costs, we received approximately $72 million of proceeds.

At December 31, 2024, the outstanding principal amount of these notes was $140 million and the accrued interest payable on this debt was $2 million. At December 31, 2024, the unamortized deferred debt issuance cost was $5 million. The net interest expense was $7 million for the year ended December 31, 2024.

Compensation, General and Administrative Expenses and Transaction Expenses

The table below shows our total compensation and benefits expense, general and administrative, or G&A expenses, and transaction expenses as compared to average total assets and average equity for the periods presented.

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Total Compensation, G&A and Transaction ExpensesTotal Compensation, G&A and Transaction Expenses/Average AssetsTotal Compensation, G&A and Transaction Expenses/Average Equity
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2024$71,6560.55%2.73%
For The Year Ended December 31, 2023$71,0670.53%2.74%
For The Year Ended December 31, 2022$88,1750.61%2.87%
For the Quarter Ended December 31, 2024$28,2400.84%4.29%
For the Quarter Ended September 30, 2024$15,1300.45%2.25%
For the Quarter Ended June 30, 2024$13,2870.41%2.01%
For the Quarter Ended March 31, 2024$15,0000.47%2.31%

The Compensation and benefits costs were approximately $41 million and $31 million for the year ended December 31, 2024 and December 31, 2023, respectively. The increase in Compensation and benefits costs for the year ended December 31, 2024 compared to the year ended December 31, 2023, was primarily driven by $10.3 million related-party, non-cash imputed compensation expense related to the Palisade Acquisition.

The general and administrative expenses were at $23 million for the year ended December 31, 2024 and $25 million for the year ended December 31, 2023, respectively. The G&A expenses are primarily comprised of legal, market data and research, auditing, consulting, information technology, and independent investment consulting expenses.

The transactions expenses were approximately $7 million and $15 million for the year ended December 31, 2024 and December 31, 2023, respectively. The decrease in transaction expenses for the year ended December 31, 2024 compared to the year ended December 31, 2023, was primarily driven by lower call and securitization activity.

Servicing and Asset Manager Fee Expense

The servicing fees and asset manager expenses were $30 million and $33 million for the year ended December 31, 2024 and December 31, 2023, respectively. These servicing fees are primarily related to the servicing costs of the whole loans held in consolidated securitization vehicles and are paid from interest income earned by the VIEs. The servicing fees generally range from 2 to 50 basis points of unpaid principal balances of our consolidated VIEs.

Amortization of intangibles and depreciation expenses

We acquired both intangible assets and long-lived fixed assets through the Palisades Acquisition during the fourth quarter of 2024. We recognized intangible assets related to investment management agreements and developed technology acquired in the transaction. The long-lived fixed assets are comprised of leasehold improvements, furniture and fixtures, and computers. The fixed assets and intangible assets are depreciated or amortized over their estimated useful lives. During the year ended December 31, 2024, we recognized amortization of intangible assets and depreciation expense of $321 thousand.

Earnings available for distribution

Earnings available for distribution is a non-GAAP measure and is defined as GAAP net income excluding (i) unrealized gains or losses on financial instruments carried at fair value with changes in fair value recorded in earnings, (ii) realized gains or losses on the sales of investments, (iii) gains or losses on the extinguishment of debt, (iv) changes in the provision for credit losses, (v) unrealized gains or losses on derivatives, (vi) realized gains or losses on derivatives, (vii) transaction expenses, (viii) stock compensation expenses for retirement eligible awards, (ix) amortization of intangibles and depreciation expenses, (x) non-cash imputed compensation expense related to business acquisitions, and (xi) other gains and losses on equity investments.

Non-cash imputed compensation expense reflects the portion of the consideration paid in the Palisades Acquisition that pursuant to the seller’s contractual arrangements is distributable to the seller’s legacy employees (who are now our employees) and that for GAAP purposes is recorded as non-cash imputed compensation expense with an offsetting entry recorded as non-cash contribution from a related party to our shareholder’s equity. The excluded amounts do not include any normal, recurring compensation paid to our employees.

Transaction expenses are primarily comprised of costs only incurred at the time of execution of our securitizations, certain structured secured financing agreements, and business combination transactions and include costs such as underwriting fees, legal fees, diligence fees, accounting fees, bank fees and other similar transaction-related expenses. These costs are all incurred prior to or at the execution of the transaction and do not recur. Recurring expenses, such as servicing fees, custodial fees, trustee

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fees and other similar ongoing fees are not excluded from earnings available for distribution. We believe that excluding these costs is useful to investors as it is generally consistent with our peer group’s treatment of these costs in their non-GAAP measures presentation, mitigates period to period comparability issues tied to the timing of securitization and structured finance transactions, and is consistent with the accounting for the deferral of debt issue costs prior to the fair value election option made by us. In addition, we believe it is important for investors to review this metric which is consistent with how management internally evaluates the performance of the Company. Stock compensation expense charges incurred on awards to retirement eligible employees is reflected as an expense over a vesting period (generally 36 months) rather than reported as an immediate expense.

We view Earnings available for distribution as one measure of our investment portfolio's ability to generate income for distribution to common stockholders. Earnings available for distribution is one of the metrics, but not the exclusive metric, that our Board of Directors uses to determine the amount, if any, of dividends on our common stock. Other metrics that our Board of Directors may consider when determining the amount, if any, of dividends on our common stock include, among others, REIT taxable income, dividend yield, book value, cash generated from the portfolio, reinvestment opportunities and other cash needs. To maintain our qualification as a REIT, U.S. federal income tax law generally requires that we distribute at least 90% of our REIT taxable income annually, determined without regard to the deduction for dividends paid and excluding net capital gains. Earnings available for distribution, however, is different than REIT taxable income, and the determination of whether we have met the requirement to distribute at least 90% of our annual REIT taxable income is not based on Earnings available for distribution. Therefore, Earnings available for distribution should not be considered as an indication of our REIT taxable income, a guaranty of our ability to pay dividends, or as a proxy for the amount of dividends we may pay. We believe Earnings available for distribution helps us and investors evaluate our financial performance period over period without the impact of certain non-recurring transactions. Therefore, Earnings available for distribution should not be viewed in isolation and is not a substitute for or superior to net income or net income per basic share computed in accordance with GAAP. In addition, our methodology for calculating Earnings available for distribution may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and accordingly, our Earnings available for distribution may not be comparable to the Earnings available for distribution reported by other REITs.

The following table provides GAAP measures of net income and net income per diluted share available to common stockholders for the periods presented and details with respect to reconciling the line items to Earnings available for distribution and related per average diluted common share amounts. Earnings available for distribution is presented on an adjusted dilutive shares basis.

For the Years Ended
December 31, 2024December 31, 2023December 31, 2022
(dollars in thousands, except per share data)
GAAP Net income (loss) available to common stockholders$90,329$52,354$(586,831)
Adjustments (1):
Net unrealized (gains) losses on financial instruments at fair value(10,811)(34,373)736,899
Net realized (gains) losses on sales of investments5,21931,23476,473
(Gains) losses on extinguishment of debt(3,875)2,897
Increase (decrease) in provision for credit losses9,83811,3717,037
Net unrealized (gains) losses on derivatives(2,963)6,4111,482
Realized (gains) losses on derivatives21,54040,957561
Transaction expenses7,09115,37916,146
Stock Compensation expense for retirement eligible awards(125)966(205)
Amortization of intangibles and depreciation expenses (2)321
Non-cash imputed compensation related to business acquisition10,296
Other investment (gains) losses(9,543)(1,091)1,866
Earnings available for distribution$121,192$119,333$256,325
GAAP net income (loss) per diluted common share$1.10$0.68$(7.53)
Earnings available for distribution per adjusted diluted common share$1.48$1.53$3.24

(1) As a result of the Palisades Acquisition, we updated the determination of earnings available for distribution to exclude non-recurring acquisition-related transaction expenses, non-cash amortization of intangibles and depreciation expenses, and non-cash imputed compensation expenses. These expenses are excluded as they relate to the Palisades Acquisition and are not directly related to generation of our portfolio’s investment income.

(2) Non-cash amortization of intangibles and depreciation expenses related to the Palisades Acquisition

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted average adjusted diluted shares used for Earnings available for distribution for the years ended December 31, 2024, 2023 and 2022.

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For the Years Ended
December 31, 2024December 31, 2023December 31, 2022
Weighted average diluted shares - GAAP82,157,62277,539,28977,979,582
Potentially dilutive shares (1)872,472
Non-participating Warrants
Adjusted weighted average diluted shares - Earnings available for distribution82,157,62277,539,28978,852,054

(1) Potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares

because their effect would have been anti-dilutive given the GAAP net loss available to common shareholders for the year ended December 31, 2024.

For the Quarters Ended
December 31, 2024September 30, 2024June 30, 2024March 31, 2024December 31, 2023
(dollars in thousands, except per share data)
GAAP Net income (loss) available to common stockholders$(168,275)$113,672$33,913$111,016$12,104
Adjustments (1):
Net unrealized (gains) losses on financial instruments at fair value181,197(104,012)(11,231)(76,765)(6,815)
Net realized (gains) losses on sales of investments1,4683,7503,752
(Gains) losses on extinguishment of debt2,473
Increase (decrease) in provision for credit losses4,4483583,6841,3472,330
Net unrealized (gains) losses on derivatives(276)14,457(11,955)(5,189)15,871
Realized (gains) losses on derivatives(641)4,86417,317
Transaction expenses4,7072,31767425
Stock Compensation expense for retirement eligible awards(307)(424)(419)1,024(391)
Amortization of intangibles and depreciation expenses (2)321
Non-cash imputed compensation related to business acquisition10,296
Other investment (gains) losses(2,490)(1,366)(1,001)(4,686)986
Earnings available for distribution$30,448$29,866$30,308$30,564$30,735
GAAP net income (loss) per diluted common share$(2.04)$1.39$0.41$1.36$0.16
Earnings available for distribution per adjusted diluted common share$0.37$0.36$0.37$0.37$0.40

(1) As a result of the Palisades Acquisition, we updated the determination of earnings available for distribution to exclude non-recurring acquisition-related transaction expenses, non-cash amortization of intangibles and depreciation expenses, and non-cash imputed compensation expenses. These expenses are excluded as they relate to the Palisades Acquisition and are not directly related to generation of our portfolio’s investment income.

(2) Non-cash amortization of intangibles and depreciation expenses related to the Palisades Acquisition

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted-average adjusted diluted shares used for Earnings available for distribution for the periods reported below.

For the Quarters Ended
December 31, 2024September 30, 2024June 30, 2024March 31, 2024December 31, 2023
Weighted average diluted shares - GAAP81,266,22381,855,87282,281,89081,718,21477,443,108
Potentially dilutive shares (1)1,263,734
Adjusted weighted average diluted shares - Earnings available for distribution82,529,95781,855,87282,281,89081,718,21477,443,108

(1) Potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares because their effect would have been anti-dilutive given the GAAP net loss available to common shareholders for the quarter ended December 31, 2024.

Our Earnings available for distribution for the year ended December 31, 2024 were $121 million, or $1.48 per average diluted common share, and remained relatively unchanged as compared to $119 million, or $1.53 per average diluted common share for the year ended December 31, 2023.

Net Income (Loss) and Return on Total Stockholders' Equity

The table below shows our Net Income and Economic net interest income as a percentage of average stockholders' equity and Earnings available for distribution as a percentage of average common stockholders' equity. Return on average equity is defined as our GAAP net income (loss) as a percentage of average equity. Average equity is defined as the average of our beginning and ending stockholders' equity balance for the period reported. Economic net interest income and Earnings available for distribution are non-GAAP measures as defined in previous sections.

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Return on Average EquityEconomic Net Interest Income/Average EquityEarnings available for distribution/Average Common Equity
(Ratios have been annualized)
For the Year Ended December 31, 20246.72%10.72%7.16%
For the Year Ended December 31, 20234.87%10.45%7.19%
For the Year Ended December 31, 2022(16.69)%14.17%11.96%
For the Quarter Ended December 31, 2024(22.27)%10.52%7.16%
For the Quarter Ended September 30, 202420.30%10.64%6.79%
For the Quarter Ended June 30, 20248.57%11.06%7.08%
For the Quarter Ended March 31, 202419.90%10.45%7.31%

Return on average equity increased to 6.72% for the year ended December 31, 2024, as compared to 4.87% for the year ended December 31, 2023. Economic net interest income as a percentage of average equity increased by 27 basis points for the year ended December 31, 2024 as compared to the year ended December 31, 2023. Earnings available for distribution as a percentage of average common equity decreased slightly by 3 basis points for the year ended December 31, 2024 as compared to the year ended December 31, 2023.

Financial Condition

Portfolio Review

During the year ended December 31, 2024, we focused our efforts on taking advantage of the opportunity to acquire higher yielding assets while maintaining low leverage and ample liquidity. During the year ended December 31, 2024, on an aggregate basis, we purchased $1.8 billion of investments, sold $569 million of investments, and received $1.5 billion in principal payments related to our Agency MBS, Non-Agency RMBS and Loans held for investment portfolio.

The following table summarizes certain characteristics of our portfolio at December 31, 2024 and December 31, 2023.

December 31, 2024December 31, 2023
Interest earning assets at period-end (1)$12,780,065$12,543,336
Interest bearing liabilities at period-end$10,014,759$10,109,008
GAAP Leverage at period-end4.0:14.0:1
GAAP Leverage at period-end (recourse)1.2:11.0:1

(1) Excludes cash and cash equivalents.

December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Portfolio CompositionAmortized CostFair Value
Non-Agency RMBS7.9%7.5%8.3%8.3%
Senior3.7%4.0%4.8%5.4%
Subordinated3.0%2.3%2.9%2.2%
Interest-only1.2%1.2%0.6%0.7%
Agency RMBS3.7%0.2%3.7%0.1%
CMO3.6%%3.6%%
Interest-only0.1%0.2%0.1%0.1%
Agency CMBS0.4%0.7%0.4%0.7%
Project loans0.3%0.6%0.3%0.6%
Interest-only0.1%0.1%0.1%0.1%
Loans held for investment88.0%91.6%87.6%90.9%
Fixed-rate percentage of portfolio87.9%96.5%87.3%95.9%
Adjustable-rate percentage of portfolio12.1%3.5%12.7%4.1%

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GAAP leverage at period-end is calculated as a ratio of our secured financing agreements and securitized debt liabilities over GAAP book value. GAAP recourse leverage is calculated as a ratio of our secured financing agreements over stockholders' equity.

The following table presents details of each asset class in our portfolio at December 31, 2024 and December 31, 2023. The principal or notional value represents the interest income earning balance of each class. The weighted average figures are weighted by each investment’s respective principal/notional value in the asset class.

December 31, 2024
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency MBS
Senior$1,010,128$45.11$60.835.7%17.6%4.5%4.9%1.1%1.5%14.7%1.9%
Subordinated$648,977$59.18$57.994.5%8.0%7.4%7.0%1.1%0.8%29.7%6.8%
Interest-only$2,644,741$5.81$2.770.7%6.6%5.0%5.3%0.8%0.8%39.5%%
Agency RMBS
CMO$464,640$99.97$99.365.8%5.8%15.7%%N/AN/AN/AN/A
Interest-only$380,311$5.15$4.410.6%6.9%9.4%9.0%N/AN/AN/AN/A
Agency CMBS
Project loans$40,882$101.51$84.073.5%3.4%%%N/AN/AN/AN/A
Interest-only$449,437$1.36$1.430.5%8.9%%%N/AN/AN/AN/A
Loans held for investment$11,659,420$98.06$96.245.6%5.6%7.0%6.4%0.7%0.7%23.7%N/A

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

December 31, 2023
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency MBS
Senior$1,073,632$45.69$62.985.7%17.3%4.1%5.0%1.5%1.8%32.2%2.6%
Subordinated$583,049$50.92$47.493.3%6.7%4.6%5.7%0.2%0.9%18.4%6.5%
Interest-only$2,874,680$5.49$3.160.5%4.2%4.5%5.0%0.9%1.0%24.9%1.9%
Agency RMBS
Interest-only$392,284$4.90$3.830.1%5.7%8.6%9.4%N/AN/AN/AN/A
Agency CMBS
Project loans$86,572$101.44$91.464.0%3.8%%%N/AN/AN/AN/A
Interest-only$478,239$1.62$1.730.5%8.2%0.3%1.0%N/AN/AN/AN/A
Loans held for investment$12,028,480$98.35$94.905.7%5.4%6.5%6.5%0.6%0.6%23.9%N/A

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

Based on the projected cash flows for our Non-Agency RMBS that are not of high credit quality, a portion of the original purchase discount is designated as Accretable Discount, which reflects the purchase discount expected to be accreted into interest income, and a portion is designated as Non-Accretable Difference, which represents the contractual principal on the security that is not expected to be collected. The amount designated as Non-Accretable Difference may be adjusted over time, based on the actual performance of the security, its underlying collateral, actual and projected cash flow from such collateral, economic conditions and other factors. If the performance of a security is more favorable than previously estimated, a portion of the amount designated as Non-Accretable Difference may be transferred to Accretable Discount and accreted into interest income over time. Conversely, if the performance of a security is less favorable than previously estimated, a provision for credit loss may be recognized resulting in an increase in the amounts designated as Non-Accretable Difference.

The following table presents changes to Accretable Discount (net of premiums) as it pertains to our Non-Agency RMBS portfolio, excluding premiums on interest-only investments, during the previous five quarters.

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For the Quarters Ended
(dollars in thousands)
Accretable Discount (Net of Premiums)December 31, 2024September 30, 2024June 30, 2024March 31, 2024December 31, 2023
Balance, beginning of period$123,953$125,881$130,624$139,737$147,252
Accretion of discount(8,855)(10,949)(11,142)(8,179)(12,840)
Purchases2,8349191,848
Sales
Elimination in consolidation
Transfers from/(to) credit reserve, net2,1056,1875,480(2,782)5,325
Balance, end of period$117,203$123,953$125,881$130,624$139,737

Liquidity and Capital Resources

General

Liquidity measures our ability to meet cash requirements, including for ongoing borrowing commitments such as margin calls on non-MTM facilities, purchases of RMBS, residential mortgage loans and other assets for our portfolio, payment of dividends and other general business needs. Our principal sources of capital and funds for additional investments primarily include earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities including warehouse facilities, and proceeds from equity or other securities offerings.

As discussed earlier, during 2024, interest rates remained volatile, inflation remained sticky and cost of financing remained elevated. If these uncertainties become more pronounced, we may experience an adverse impact on our liquidity. We have sought and expect to continue to seek longer-term, more durable financing to reduce our risk exposure to margin calls related to shorter-term repurchase financing.

Our ability to fund our operations, meet financial obligations and finance target asset acquisitions may be impacted by our ability to secure and maintain our master secured financing agreements, warehouse facilities and secured financing agreement facilities with our counterparties. Because secured financing agreements and warehouse facilities are short-term commitments of capital, lenders may respond to market conditions making it more difficult for us to renew or replace on a continuous basis our maturing short-term borrowings and have and may continue to impose more onerous conditions when rolling forward such financings. If we are not able to renew our existing facilities or arrange for new financing on terms acceptable to us, or if we default on our covenants or are otherwise unable to access funds under our financing facilities or if we are required to post more collateral or face larger haircuts, we may have to curtail our asset acquisition activities and dispose of assets.

To meet our short term (one year or less) liquidity needs, we expect to continue to borrow funds in the form of secured financing agreements and, subject to market conditions, other types of financing. The terms of the secured financing transaction borrowings under our master secured financing agreement generally conform to the terms in the standard master secured financing agreement as published by the Securities Industry and Financial Markets Association, (“SIFMA”) or similar market accepted agreements, as to repayment and margin requirements. In addition, each lender typically requires that we include supplemental terms and conditions to the standard master secured financing agreement. Typical supplemental terms and conditions include changes to the margin maintenance requirements, net asset value, required “haircuts” (which are the difference expressed in percentage terms between the fair value of the collateral and the amount the counterpart will lend to us) purchase price maintenance requirements, and requirements that all disputes related to the secured financing agreement be litigated or arbitrated in a particular jurisdiction. These provisions may differ for each of our lenders.

To meet our longer-term liquidity needs (greater than one year), we expect our principal sources of capital and funds to continue to be provided by earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities, as well as proceeds from equity, debt or other securities offerings.

In addition to the principal sources of capital described above, we may enter into warehouse facilities and use longer dated structured secured financing agreements. The use of any particular source of capital and funds will depend on market conditions, availability of these facilities, and the investment opportunities available to us.

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Current Period

We held cash and cash equivalents of approximately $84 million and $222 million at December 31, 2024 and December 31, 2023, respectively. As a result of our operating, investing and financing activities described below, our cash position decreased by $138 million from December 31, 2023 to December 31, 2024.

Our operating activities provided net cash of approximately $206 million and $213 million for the year ended December 31, 2024 and 2023, respectively. The cash flows from operations were primarily driven by interest received in excess of interest paid of $282 million and $304 million during the year ended December 31, 2024 and 2023, respectively.

Our investing activities provided cash of $178 million and $552 million for the year ended December 31, 2024 and 2023, respectively. During the year ended December 31, 2024, we used cash to purchase $1.1 billion Agency MBS, $657 million Loans held for investment and $96 million Non-Agency RMBS offset by cash received for principal repayments on Agency MBS, Non-Agency RMBS and Loans held for investment of $1.5 billion and from the sale of our Agency MBS of $569 million. During the year ended December 31, 2023, we received cash for principal repayments on Agency MBS, Non-Agency RMBS and Loans held for investment of $1.5 billion and from the sale of our Agency MBS of $313 million. This cash received was offset in part by cash used on investment purchases of $1.3 billion, primarily consisting of Loans held for investment.

Our financing activities used cash of $522 million and $808 million for the year ended December 31, 2024 and 2023, respectively. During the year ended December 31, 2024, we received cash from net proceeds on our secured financing agreements of $398 million, and issuance of unsecured notes of $134 million. This cash received was offset in part by cash used for repayment of principal on our securitized debt of $1.2 billion, and payment of common and preferred dividends of $223 million. During the year ended December 31, 2023, we primarily used cash for repayment of principal on our securitized debt of $1.8 billion, net payments on our secured financing agreements of $1.0 billion, payment of common and preferred dividends of $251 million and payment for repurchase of our common stock of $33 million. This cash used was offset in part by cash received for issuance of securitized debt collateralized by loans of $2.2 billion and issuance of our common stock of $74 million.

Our recourse leverage was 1.2:1 and 1.0:1 at December 31, 2024 and at December 31, 2023, respectively, and remained relatively low. Our recourse leverage excludes the securitized debt which can only be repaid from the proceeds on the assets securing this debt in their respective VIEs. Our recourse leverage is presented as a ratio of our secured financing agreements and long term debt, which are recourse to our assets and our equity.

Based on our current portfolio, leverage ratio and available borrowing arrangements, we believe our assets will be sufficient to enable us to meet anticipated short-term liquidity requirements. However, if our cash resources are insufficient to satisfy our liquidity requirements, we may sell additional investments, reduce our dividends, issue debt or additional common or preferred equity securities to meet our liquidity needs. As of December 31, 2024 and December 31, 2023, we had $526 million and $377 million of unencumbered assets available to us which can be pledged to access additional short-term financing or sold to raise additional cash, if necessary.

At December 31, 2024 and December 31, 2023, the remaining maturities and borrowing rates on our RMBS and loan secured financing agreements were as follows.

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December 31, 2024December 31, 2023
(dollars in thousands)
PrincipalWeighted Average Borrowing RatesRange of Borrowing RatesPrincipalWeighted Average Borrowing RatesRange of Borrowing Rates
Overnight$NA$N/ANA
1 to 29 days642,3585.61%4.66% - 7.52%272,4907.35%6.30% - 8.22%
30 to 59 days959,5597.79%5.34% - 12.50%495,6366.68%5.58% - 7.87%
60 to 89 days318,7505.58%4.87% - 7.02%305,4267.17%5.93% - 7.85%
90 to 119 days51,4166.38%5.51% - 6.77%54,3767.46%6.59% - 7.80%
120 to 180 days123,0726.15%5.82% - 6.77%105,7277.09%6.72% - 7.80%
180 days to 1 year409,7606.79%5.80% - 7.49%39,6207.06%6.66% - 7.39%
1 to 2 yearsNANA808,6019.36%8.36% - 12.50%
2 to 3 years337,2455.02%5.02% - 5.02%NAN/A
Greater than 3 yearsNANA362,2155.11%5.10% - 7.15%
Total$2,842,1606.48%$2,444,0917.51%
Average remaining maturity of Secured financing agreements secured by:
December 31, 2024December 31, 2023
Agency RMBS16 DaysN/A
Agency CMBS8 Days32 Days
Non-Agency RMBS and Loans held for investment237 Days418 Days

We collateralize the secured financing agreements we use to finance our operations with our MBS investments and mortgage loans held in trusts controlled by us. Our counterparties negotiate a “haircut”, which is the difference expressed in percentage terms between the fair value of the collateral and the amount the counterparty will lend to us, when we enter into a financing transaction. The size of the haircut reflects the perceived risk and market volatility associated with holding the MBS by the lender. The haircut provides lenders with a cushion for daily market value movements that reduce the need for a margin call to be issued or margin to be returned as normal daily increases or decreases in MBS market values occur. Haircuts have remained relatively unchanged on secured financing agreements collateralized by Agency CMBS and Loans held for investments as of December 31, 2024 and December 31, 2023. At December 31, 2024, the weighted average haircut on our remaining secured financing agreements collateralized by Agency RMBS was 5.1%, Agency CMBS was 5.5%, and Non-Agency RMBS and Loans held for investment was 26.0%. At December 31, 2023, the weighted average haircut on our remaining secured financing agreements collateralized by Agency CMBS was 5.2% and Non-Agency RMBS and Loans held for investment was 26.1%.

Because the fair value of the Non-Agency MBS is more difficult to determine in current financial conditions, as well as more volatile period to period than Agency MBS, the Non-Agency MBS typically requires a larger haircut. In addition, when financing assets using the standard form of SIFMA Master Repurchase Agreements, the counterparty to the agreement typically nets its exposure to us on all outstanding repurchase agreements and issues margin calls if movement of the fair values of the assets in the aggregate exceeds their allowable exposure to us. A decline in asset fair values could create a margin call or may create no margin call depending on the counterparty’s specific policy. In addition, counterparties consider a number of factors, including their aggregate exposure to us as a whole and the number of days remaining before the repurchase transaction closes prior to issuing a margin call. To minimize the risk of margin calls, as of December 31, 2024, we have entered into $853 million of financing arrangements for which the collateral cannot be adjusted as a result of changes in market value, minimizing the risk of a margin call as a result in price volatility. We refer to these agreements as non-MTM facilities. These non-MTM facilities generally have higher costs of financing, but lower the risk of a margin call which could result in sales of our assets at distressed prices. All non-MTM facilities are collateralized by Non-Agency RMBS collateral, which tends to have increased volatile price changes during periods of market stress. In addition we have entered into certain secured financing agreements that are not subject to additional margin requirement until the drop in fair value of collateral is greater than a threshold. We refer to these agreements as limited MTM facilities. As of December 31, 2024 we have $512 million of limited MTM facilities. We believe these non-MTM and limited MTM facilities significantly reduce our financing risks. See Note 5 to our Consolidated Financial Statements for a discussion on how we determine the fair values of the RMBS collateralizing our secured financing agreements.

At December 31, 2024, the weighted average borrowing rates for our secured financing agreements collateralized by Agency RMBS was 4.8%, Agency CMBS was 4.8% and Non-Agency MBS and Loans held for investment was 6.8%. At December 31,

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2023, the weighted average borrowing rates for our secured financing agreements collateralized by Agency CMBS was 5.6%, and Non-Agency MBS and Loans held for investment was 7.6%.

We entered into a secured financing agreement during the fourth quarter of 2022 for which we have elected fair value option. we believe electing fair value for this financial instrument better reflects the transactional economics. The total principal balance outstanding on this secured financing at December 31, 2024 and December 31, 2023 was $337 million and $362 million, respectively. The fair value of collateral pledged was $383 million and $401 million as of December 31, 2024 and December 31, 2023, respectively. We carry this secured financing instrument at fair value of $319 million and $350 million as of December 31, 2024 and December 31, 2023, respectively. At December 31, 2024 and December 31, 2023, the weighted average borrowing rate on secured financing agreements at fair value was 5.0%. At December 31, 2024 and December 31, 2023, the haircut for the secured financing agreements at fair value was 7.5%. At December 31, 2024, the maturity on the secured financing agreements at fair value was three years.

The table below presents our average daily secured financing agreements balance and the secured financing agreements balance at each period end for the periods presented. Our balance at period-end tends to fluctuate from the average daily balances due to the adjusting of the size of our portfolio by using leverage.

PeriodAverage secured financing agreements balancesSecured financing agreements balance at period end
(dollars in thousands)
Year Ended December 31, 2024$2,947,221$2,824,371
Year Ended December 31, 2023$2,836,314$2,432,115
Year Ended December 31, 2022$3,208,136$3,434,765
Quarter End December 31, 2024$3,019,337$2,824,371
Quarter End September 30, 2024$2,986,995$3,228,748
Quarter End June 30, 2024$2,561,042$2,699,299
Quarter End March 31, 2024$2,421,953$2,384,678

Our secured financing agreements do not require us to maintain any specific leverage ratio. We believe the appropriate leverage for the particular assets we are financing depends on the credit quality and risk of those assets. At December 31, 2024 and December 31, 2023, the carrying value of our total interest-bearing debt was approximately $10.0 billion and $10.1 billion, respectively, which represented a leverage ratio of approximately 4.0:1 and 4.0:1, respectively. We include our secured financing agreements, long term debt, and securitized debt in the numerator of our leverage ratio and stockholders’ equity as the denominator.

At December 31, 2024, we had secured financing agreements with 13 counterparties. All of our secured financing agreements are secured by Agency MBS, Non-Agency RMBS and Loans held for investment and cash. Under these secured financing agreements, we may not be able to reclaim our collateral but will still be obligated to pay our repurchase obligations. We mitigate this risk by ensuring our counterparties are rated financial institutions. As of December 31, 2024 and December 31, 2023, we had $4.1 billion and $3.6 billion, respectively, of securities or cash pledged against our secured financing agreements obligations.

We expect to enter into new secured financing agreements at maturity; however, there is a risk that we will not be able to renew our secured financing agreements when we desire to renew them or obtain favorable interest rates and haircuts as a result of uncertainty in the market including, but not limited to, uncertainty as a result of inflation and increases in the federal funds rate. We offset the interest rate risk of our repurchase agreements primarily through the use of derivatives, which primarily consist of interest rate swaps, swaptions and U.S. Treasury futures. The average remaining maturities on our interest rate swaps at December 31, 2024 was less than one year. All of our swaps are cleared by a central clearing house. When our interest rate swaps are in a net loss position (expected cash payments are in excess of expected cash receipts on the swaps), we post collateral as required by the terms of our swap agreements.

Exposure to Financial Counterparties

We actively manage the number of secured financing counterparties to reduce counterparty risk and manage our liquidity needs. The following table summarizes our exposure to our secured financing agreements counterparties at December 31, 2024:

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December 31, 2024
CountryNumber of CounterpartiesSecured Financing AgreementExposure (1)
(dollars in thousands)
United States8$1,370,075$542,252
Japan21,030,312547,976
Canada2398,288137,899
Spain143,4852,049
Total13$2,842,160$1,230,176

(1) Represents the amount of securities and/or cash pledged as collateral to each counterparty less the aggregate of secured financing agreement.

We regularly monitor our exposure to financing counterparties for credit risk and allocate assets to these counterparties based, in part, on the credit quality and internally developed metrics measuring counterparty risk. Our exposure to a particular counterparty is calculated as the excess collateral which is pledged relative to the secured financing agreement balance. If our exposure to our financing counterparties exceeds internally developed thresholds, we develop a plan to reduce the exposure to an acceptable level. At December 31, 2024, we had amounts at risk with Nomura of 20% of our equity related to the collateral posted on secured financing agreements. The weighted average maturities of the secured financing agreements with Nomura were 108 days. The amount at risk with Nomura was $512 million. At December 31, 2023, we had amounts at risk with Nomura, of 17% of our equity related to the collateral posted on secured financing agreements. The weighted average maturities of the secured financing agreements with Nomura were 412 days. The amount at risk with Nomura was $433 million.

At December 31, 2024, we did not use credit default swaps or other forms of credit protection to hedge the exposures summarized in the table above.

Stockholders’ Equity

In June 2023, our Board of Directors increased the authorization of the Company's share repurchase program, or the Repurchase Program, by $73 million to $250 million. In January 2024, our Board of Directors updated the authorization to include the Company's preferred stock into the Repurchase Program and increased the authorization by $33 million back up to $250 million. Such authorization does not have an expiration date, and at present, there is no intention to modify or otherwise rescind such authorization. Shares of our common stock and preferred stock may be purchased in the open market, including through block purchases, through privately negotiated transactions, or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The timing, manner, price and amount of any repurchases will be determined at our discretion and the program may be suspended, terminated or modified at any time, for any reason. Among other factors, we intend to only consider repurchasing shares of our common stock when the purchase price is less than the last publicly reported book value per common share. In addition, we do not intend to repurchase any shares from directors, officers or other affiliates. The program does not obligate us to acquire any specific number of shares, and all repurchases will be made in accordance with Rule 10b-18, which sets certain restrictions on the method, timing, price and volume of stock repurchases.

We did not repurchase any of our common stock during the year ended December 31, 2024. We repurchased 1.9 million shares of common stock at an average price of $16.98 for a total of $33 million during the year ended December 31, 2023.

In 2022, we entered into separate Distribution Agency Agreements (the “Existing Sales Agreements”) with each of Credit Suisse Securities (USA) LLC, JMP Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and RBC Capital Markets, LLC (the “Existing Sales Agents”). In February 2023, we amended the Existing Sales Agreements and entered into separate Distribution Agency Agreements (together with the Existing Sales Agreements, as amended, the “Sales Agreements”) with J.P. Morgan Securities LLC and UBS Securities LLC (replacing Credit Suisse Securities LLC) to include J.P. Morgan Securities LLC and UBS Securities LLC as additional sales agents (together with the Existing Sales Agents, the “Sales Agents”). Pursuant to the terms of the Sales Agreements, we may offer and sell shares of our common stock, having an aggregate offering price of up to $500 million from time to time in “at the market offerings” through any of the Sales Agents under the Securities Act. We issued approximately 14.5 million shares of our common stock at an average price of $5.09 for a total of $74 million during the year ended December 31, 2023. We did not issue any shares under the at-the-market sales program during the year ended December 31, 2024. The approximate dollar value of shares that may yet be issued under our "at the market" offerings program is $426 million as of December 31, 2024.

On May 10, 2024, our Board of Directors approved a 1-for-3 reverse stock split of our common stock. The reverse stock split was effective after the close of trading on May 21, 2024, and shares of our common stock began trading on a reverse split-

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adjusted basis on the New York Stock Exchange beginning at the opening of trading on May 22, 2024. As a result of the reverse stock split, every three shares of our common stock was converted into one share of common stock, reducing the number of issued and outstanding shares of our common stock from approximately 241 million to approximately 80 million and reducing the number of authorized shares from 500 million to approximately 167 million. No fractional shares were issued in connection with the reverse stock split. Each stockholder who was otherwise entitled to receive a fractional share of our common stock was entitled to receive a cash payment in lieu of a fractional share. The reverse stock split was not subject to stockholder approval and did not change the par value of our common stock. All common shares, outstanding options and per share amounts for all periods presented were retroactively adjusted to reflect the reverse stock split.

We declared dividends to common shareholders of $117 million, or $1.42 per share, and $167 million, or $2.10 per share, during years ended December 31, 2024 and December 31, 2023, respectively.

We declared dividends to Series A preferred stockholders of $12 million, or $2.00 per preferred share, during the years ended December 31, 2024 and 2023.

We declared dividends to Series B preferred stockholders of $34 million, or $2.59 per preferred share, and $26 million, or $2.00 per share, during years ended December 31, 2024 and December 31, 2023, respectively.

We declared dividends to Series C preferred stockholders of $20 million, or $1.94 per preferred share, during the years ended December 31, 2024 and 2023.

We declared dividends to Series D preferred stockholders of $20 million or $2.55 per preferred share, and $16 million, or $2.00 per preferred share, during years ended December 31, 2024 and December 31, 2023, respectively.

On October 30, 2021, all 5,800,000 issued and outstanding shares of Series A Preferred Stock with an outstanding liquidation preference of $145 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including the redemption date.

On March 30, 2024, all 13,000,000 issued and outstanding shares of Series B Preferred Stock with an outstanding liquidation preference of $325 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including the redemption date.

On March 30, 2024, all 8,000,000 issued and outstanding shares of Series D Preferred Stock with an outstanding liquidation preference of $200 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including the redemption date.

On September 30, 2025, all 10,400,000 issued and outstanding shares of Series C Preferred Stock with an outstanding liquidation preference of $260 million will become callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including the redemption date.

After June 30, 2023, all LIBOR tenors relevant to us ceased to be published or became no longer representative. We believe that the federal Adjustable Interest Rate (LIBOR) Act (the “Act”) and the related regulations promulgated thereunder are applicable to each of our Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock. In light of the applicability of the Act to the aforementioned preferred stock, we believe, given all of the information available to the us to date, that three-month CME Term SOFR plus the applicable tenor spread adjustment of 0.26161% per annum have automatically replaced, or will automatically replace, three-month LIBOR as the reference rate for calculations of the dividend rate payable on the relevant preferred stock for dividend periods from and after (i) March 30, 2024, in the case of the Series B Preferred Stock, (ii) September 30, 2025, in the case of the Series C Preferred Stock, and (iii) March 30, 2024, in the case of the Series D Preferred Stock.

Stock Based Compensation

On June 14, 2023, the Board of Directors recommended and shareholders approved, the Chimera Investment Corporation 2023 Equity Incentive Plan (the “Plan”). It authorized the issuance of up to 7 million shares of our common stock for the grant of awards under the Plan (adjusted on a retroactive basis to reflect the Company's 1-for-3-reverse stock split effected on May 21, 2024). The Plan replaced our 2007 Equity Incentive Plan, as amended and restated effective December 10, 2015 (the “Prior Plan”), and no new awards will be granted under the Prior Plan. Any awards outstanding under the Prior Plan will remain subject to and be paid under the Prior Plan. Any shares subject to outstanding awards under the Prior Plan that expire, terminate, or are surrendered or forfeited for any reason without issuance of shares will automatically become available for issuance under the Plan. Also, shares withheld for tax withholding requirements after stockholder approval of the Plan for full value awards originally granted under the Prior Plan (such as the RSUs and PSUs awarded to our named executive officers) will automatically become available for issuance under the Plan.

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As of December 31, 2024, approximately 5 million shares were available for future grants under the Plan.

Grants of Restricted Stock Units (“RSUs”)

During the years ended December 31, 2024 and 2023, we granted RSU awards to senior management and employees. These RSU awards are designed to reward our senior management and employees for services provided to us. Generally, the RSU awards vest equally over a three-year period and will fully vest after three years. For employees who are retirement eligible, defined as years of service to us plus age that is equal to or greater than 65, the service period is considered to be fulfilled and all grants are expensed immediately. For senior management who are retirement eligible, defined as having attained age 55 and the sum of his or her age plus his or her years of service is equal or greater than 65, the service period is considered to be fulfilled and all grants are expensed immediately. The RSU awards are valued at the market price of our common stock on the grant date and generally the employees must be employed by us on the vesting dates to receive the RSU awards. We granted 245 thousand RSU awards during the year ended December 31, 2024 with a grant date fair value of $5 million for the 2024 performance year. We granted 333 thousand RSU awards during the year ended December 31, 2023 with a grant date fair value of $6 million for the 2023 performance year.

Grants of Performance Share Units (“PSUs”)

PSU awards are designed to align compensation with our future performance. The PSU awards granted during the years ended December 31, 2024 and 2023, include a three-year performance period ending on December 31, 2026 and December 31, 2025, respectively. For the PSU awards granted during the year ended December 31, 2024, and 2023, the final number of shares awarded will be between 0% and 200% of the PSUs granted based equally on the Company Economic Return and share price performance compared to a peer group. Our three-year Company Economic Return is equal to our change in book value per common share plus common stock dividends. Share price performance equals change in share price plus common stock dividends. Compensation expense will be recognized on a straight-line basis over the three-year vesting period based on an estimate of the Company Economic Return and share price performance in relation to the entities in the peer group and will be adjusted each period based on our best estimate of the actual number of shares awarded. For the year ended December 31, 2024, we granted 179 thousand PSU awards to senior management with a grant date fair value of $3 million. For the year ended December 31, 2023, we granted 201 thousand PSU awards to senior management with a grant date fair value of $3 million.

At December 31, 2024 and December 31, 2023, there were approximately 1 million unvested shares of RSUs and PSUs issued to our employees and directors.

For the year ended December 31, 2024, we recognized a related-party, non-cash imputed compensation expense from the Palisades Acquisition of $10 million, a portion of which can be paid by stock.

Capital Raising Activity

In May 2024, we issued $65 million of 9.00% unsecured senior notes due May 15, 2029. Net of underwriting fees, we received a total of $62 million in proceeds. These notes may be redeemed, in whole or in part, at any time at our option on or after May 15, 2026. In August 2024, we issued $75 million of 9.25% unsecured senior notes due August 15, 2029. Net of underwriting fees, we received a total of $72 million in proceeds. These notes may be redeemed, in whole or in part, at any time at our option on or after August 15, 2026. While we continue to favor securitized debt as a favorable source of financing for our assets, the ability to issue unsecured debt helps us to further diversify our capital structure and provides long-term financing for our mortgage credit portfolio. We invested the proceeds from the capital raises in Agency CMOs which we expect will provide accretive returns to our shareholders. We raised a total of approximately $140 million from our unsecured bond offerings in 2024.

Contractual Obligations and Commitments

The following tables summarize our contractual obligations at December 31, 2024 and December 31, 2023. The estimated principal repayment schedule of the securitized debt is based on expected cash flows of the residential mortgage loans or RMBS, as adjusted for expected principal write-downs on the underlying collateral of the debt.

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December 31, 2024
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$2,504,915$337,245$$$2,842,160
Securitized debt, collateralized by Non-Agency RMBS131326
Securitized debt at fair value, collateralized by Loans held for investment1,288,0282,091,1471,937,8682,253,0207,570,063
Interest expense on MBS secured financing agreements (1)29,7371,36431,101
Interest expense on securitized debt (1)255,162394,250257,323292,0811,198,816
Total$4,077,842$2,824,019$2,195,191$2,545,114$11,642,166

(1) Interest is based on variable rates in effect as of December 31, 2024.

December 31, 2023
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$1,273,274$808,602$362,215$$2,444,091
Securitized debt, collateralized by Non-Agency RMBS25132667644
Securitized debt at fair value, collateralized by Loans held for investment1,405,5032,302,4211,738,6782,942,2348,388,836
Interest expense on MBS secured financing agreements (1)23,4236,5551,69631,674
Interest expense on securitized debt (1)273,963425,281294,111356,3371,349,693
Total$2,976,414$3,543,185$2,396,700$3,298,638$12,214,938

(1) Interest is based on variable rates in effect as of December 31, 2023.

Not included in the table above are the unfunded construction loan commitments of $5 million as of December 31, 2024 and December 31, 2023. We expect the majority of these commitments will be paid within one year and are reported under Payable for investments purchased in our Consolidated Statements of Financial Condition.

We have made a $75 million capital commitment to a fund managed by Kah Capital Management, LLC. During the year ended December 31, 2024, we funded an additional $10 million towards that commitment, which brought our total funding to $56 million, leaving an unfunded commitment of $19 million.

Capital Expenditure Requirements

At December 31, 2024 and December 31, 2023, we had no material commitments for capital expenditures.

Dividends

To maintain our qualification as a REIT, we must pay annual dividends to our stockholders of at least 90% of our taxable income (subject to certain adjustments). Before we pay any dividend, we must first meet any operating requirements and scheduled debt service on our financing facilities and other debt payable.

Critical Accounting Estimates

Accounting policies are integral to understanding our Management’s Discussion and Analysis of Financial Condition and Results of Operations. The preparation of financial statements in accordance with GAAP requires management to make certain judgments and assumptions, on the basis of information available at the time of the financial statements, in determining accounting estimates used in the preparation of these statements. Our significant accounting policies and accounting estimates are described in Note 2 to the Consolidated Financial Statements. Critical accounting policies are described in this section. An accounting policy is considered critical if it requires management to make assumptions or judgments about matters that are

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highly uncertain at the time the accounting estimate was made or require significant management judgment in interpreting the accounting literature. If actual results differ from our judgments and assumptions, or other accounting judgments were made, this could have a significant and potentially adverse impact on our financial condition, results of operations and cash flows.

The accounting policies and estimates which we consider most critical relate to the recognition of revenue on our investments, including recognition of any losses, and the determination of fair value of our financial instruments. The consolidated financial statements include, on a consolidated basis, our accounts, the accounts of our wholly-owned subsidiaries, and variable interest entities (“VIEs”) for which we are the primary beneficiary. All significant intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although our estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be different than anticipated in those estimates, which could materially adversely impact our results of operations and our financial condition. Management has made significant estimates in several areas, including current expected credit losses of Non-Agency RMBS, valuation of Loans held for investments, Agency and Non-Agency MBS, forward interest rates for interest rate swaps, and income recognition on Loans held for investments, Non-Agency RMBS, goodwill, intangibles and contingent earn-out liability. Actual results could differ materially from those estimates.

Recognition of Revenue

We primarily invest in pools of mortgage loans. All mortgage loans are carried at fair value with changes in fair value recognized in earnings. Our investments in mortgage loans pay principal and interest which is accrued when due. We also invest in MBS representing interests in obligations backed by pools of mortgage loans. Our investments in MBS includes investments in both Agency MBS and Non-Agency MBS. We delineate between (1) Agency MBS and (2) Non-Agency RMBS as follows: The Agency MBS are mortgage pass-through certificates, CMOs, and other RMBS representing interests in or obligations backed by pools of residential mortgage loans issued or guaranteed as to principal and/or interest repayment by agencies of the U.S. Government or federally chartered corporations such as Ginnie Mae, Freddie Mac or Fannie Mae. The Non-Agency RMBS are not issued or guaranteed by Fannie Mae, Freddie Mac, or Ginnie Mae and are therefore subject to credit risk. We also invests in IO MBS strips which represent our right to receive a specified proportion of the contractual interest flows of the collateral.

Income on our investments is recognized based on an effective interest rate we expect to earn over the life of the investment. The effective interest rate is determined based on the cost of the investment and the expectation of future cash flows. To determine the future cash flows, we estimate the amount and timing of principal and interest, referred to as the repayment rate, and our expectations of defaults on payments of principal and interest. These estimates require significant judgment which change over time as our expectations change due to changes in market conditions and changes in our investments as principal and interest, other cash flows or losses are experienced. These estimates are compared to actual results of the investment and other similar investments on a regular basis and updated as necessary. These comparisons may result in a favorable or unfavorable change in the effective interest rate expected to be collected. Any favorable or unfavorable changes are reflected as a change in income. Our estimates of the timing and amount of principal and interest, including our expectation of defaults on payments of principal and interest are critical to accurately reporting interest income.

Our accounting policies for recognition of interest income and current expected credit losses related to MBS investments are described in further detail in Note 2 of the consolidated financial statements.

Determination of Fair Value

Substantially all of our investments are carried at fair value. In accordance with current accounting guidance, fair value of our financial instruments represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the financial statement reporting date. We use internally developed models to determine fair value of our investments.

We determine the fair value of all of our Non-Agency RMBS investment securities, including Non-Agency represented as securitized debt, based on discounted cash flows utilizing an internal pricing model that incorporates factors such as coupon, repayment speeds, expected losses, expected loss severity, discount rates and other factors. Estimates of repayment speeds, expected losses and expected loss severity, require significant judgment and are based on what we believe a market participant would use to determine the cash flows. To corroborate that the estimates of fair values generated by these internal models are

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reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third-party pricing services.

We estimate the fair value of our Loans held for investment consisting of seasoned subprime residential mortgage loans on a loan by loan basis using an internally developed model which compares the loan held by us with a loan currently offered in the market. The loan price is adjusted in the model by considering the loan factors which would impact the value of a loan. These loan factors include loan coupon as compared to coupon currently available in the market, FICO, LTV ratios, delinquency history, owner occupancy, and property type, among other factors. A baseline is developed for each significant loan factor and adjusts the price up or down depending on how that factor for each specific loan compares to the baseline rate. Generally, the most significant impact on loan value is the loan interest rate as compared to interest rates currently available in the market and delinquency history. The determination of the baseline, the market expectation, requires significant judgment. To corroborate that the estimates of fair values generated by these internal models are reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third-party pricing service.

To the extent the inputs used to estimate fair value are observable, the values would be categorized in Level 2 of the fair value hierarchy; otherwise they would be categorized as Level 3. Our fair value estimation process utilizes inputs other than quoted prices that are observed in the market. Our estimates are deemed to be significant to the fair value measurement process, which renders the resulting Non-Agency fair value estimates Level 3 inputs in the fair value hierarchy. Level 3 assets represent approximately 93% and 97% of total assets measured at fair value on a recurring basis as of December 31, 2024 and 2023, respectively. Level 3 liabilities represent approximately 96% and 96% of total liabilities measured at fair value on a recurring basis as of December 31, 2024 and 2023, respectively.

Our accounting policies for the determination of fair value of our investments are described in further detail in Note 2 and Note 5 of the consolidated financial statements.

VIEs

VIEs are defined as entities in which equity investors (i) do not have the characteristics of a controlling financial interest, and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is known as its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly impact the VIE’s economic performance, and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. For VIEs’ that do not have substantial on-going activities, the power to direct the activities that most significantly impact the VIEs’ economic performance may be determined by an entity’s involvement with the design of the VIE.

Our Consolidated Statements of Financial Condition contain the assets and liabilities related to 41 consolidated variable interest entities or VIEs. Due to the non-recourse nature of these VIEs our net exposure to loss from investments in these entities is limited to our retained beneficial interests.

At December 31, 2024, we consolidated 39 residential mortgage loan securitizations and 2 RMBS re-securitization transactions which are VIEs. The residential mortgage loan securitizations contain jumbo prime and Non-QM residential mortgage loans. The RMBS re-securitization transactions contain Non-Agency RMBS comprised of primarily first lien mortgages of 2005-2007 vintages.

Our determination to consolidate these 41 VIEs was significantly influenced by management’s judgment related to the activities that most significantly impact the economic performance of these entities and the identification of the party with the power over such activities. For the residential mortgage loan securitizations, we determined that our ability to remove the servicer without cause resulted in us having the power that most significantly impacts the economic performance of the VIE. For the three consolidated RMBS re-securitization transactions, we determined that no party has power over any ongoing activities of the entities and therefore the determination of the primary beneficiary should be based on involvement with the initial design of the entity. Since we transferred the RMBS to the securitization entities, we determined we had the power over the design of the entity, which resulted in us being considered the primary beneficiary. This determination was influenced by the amount of economic exposure to the financial performance of the entity and required a significant management judgment in determining that we should consolidate these three entities.

Due to the consolidation of these VIEs, our actual ownership interests in the securitization and re-securitizations have been eliminated in consolidation and the Consolidated Statements of Financial Condition reflect both the assets held and non-recourse debt issued to third parties by these VIEs. In addition, our operating results and cash flows include the gross amounts related to the assets and liabilities of the VIEs as opposed to the actual economic interests we own in these VIEs. Our interest in these VIEs is restricted to the beneficial interests we retained in these transactions. We are not obligated to provide any financial support to these VIEs.

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Our Consolidated Statements of Financial Condition separately present: (i) our direct assets and liabilities, and (ii) the assets and liabilities of our consolidated securitization vehicles net of intercompany eliminations representing securities from the securitization trusts retained by us. Assets of all consolidated VIEs can only be used to satisfy the obligations of those VIEs, and the liabilities of consolidated VIEs are non-recourse to us.

We have aggregated all the assets and liabilities of the consolidated securitization vehicles due to our determination that these entities are substantively similar and therefore a further disaggregated presentation would not be more meaningful. The notes to our consolidated financial statements describe our direct assets and liabilities and the assets and liabilities of our consolidated securitization vehicles. See Note 9 to our consolidated financial statements for additional information related to our investments in VIEs.

Recent Accounting Pronouncements

Refer to Note 2 in the Notes to Consolidated Financial Statements for a discussion of accounting guidance we have recently adopted or expect to be adopted in the future.

FY 2023 10-K MD&A

SEC filing source: 0001628280-24-007962.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-02-29. Report date: 2023-12-31.

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

The following discussion of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes to those statements included in Item 15 of this 2023 Form 10-K. The discussion may contain certain forward-looking statements that involve risks and uncertainties. Forward-looking statements are those that are not historical in nature. As a result of many factors, such as those set forth under “Risk Factors” in this 2023 Form 10-K, our actual results may differ materially from those anticipated in such forward-looking statements.

This section of the 2023 Form 10-K generally discusses 2023 and 2022 items and year-to-year comparisons between 2023 and 2022. Discussions of 2021 items and year-to-year comparisons between 2022 and 2021 that are not included in this 2023 Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

Executive Summary

We are a publicly traded REIT that is primarily engaged in the business of investing directly or having a beneficial interest in a diversified portfolio of mortgage assets, including residential mortgage loans, Non-Agency RMBS, Agency RMBS, Agency CMBS, business purpose and investor loans, and other real estate-related assets. The MBS and other real estate-related securities we purchase may include investment-grade, non-investment grade, and non-rated classes. We use leverage to increase potential returns from our investments. Our principal business objective is to provide attractive risk-adjusted returns through the generation of distributable income and through asset performance linked to mortgage credit fundamentals. We selectively invest in residential mortgage assets with a focus on credit analysis, projected prepayment rates, interest rate sensitivity and expected return.

We currently focus our investment activities primarily on acquiring residential mortgage loans. In addition, we acquire and own Non-Agency RMBS and Agency mortgage-backed securities, or MBS. At December 31, 2023, based on the fair value of our interest earning assets, approximately 91% of our investment portfolio was residential mortgage loans, 8% of our investment portfolio was Non-Agency RMBS, and 1% of our investment portfolio was Agency MBS. At December 31, 2022, based on the fair value of our interest earning assets, approximately 88% of our investment portfolio was residential mortgage loans, 9% of our investment portfolio was Non-Agency RMBS, and 3% of our investment portfolio was Agency MBS.

We use leverage to seek to increase our potential returns and to finance the acquisition of our assets. We expect to finance our investments using a variety of financing sources, including securitizations, warehouse facilities and repurchase agreements. We may seek to manage our debt and interest rate risk by utilizing interest rate hedges, such as interest rate swaps, caps, options and futures to reduce the effect of interest rate fluctuations related to our financing sources.

Our investment strategy is intended to take advantage of opportunities in the current interest rate and credit environment. We adjust our strategy in response to changing market conditions by shifting our asset allocations across various asset classes as interest rate and credit cycles change over time. We believe that our strategy will provide us an opportunity to pay dividends throughout changing market cycles. We expect to take a long-term view of assets and liabilities.

Business Update

2023 was a dramatic year for the fixed income markets highlighted by geo-political events, tight monetary conditions, high interest rate volatility, and several regional bank failures. The year began with market optimism for an economic soft-landing, which gave way in March as bank failures induced an investor’s flight-to-quality driving interest rates lower and credit spreads wider. By summer, concerns about high inflation and a potential recession intensified. Interest rates subsequently reversed course and moved higher. The 10-year U.S. Treasury note reached a low yield of 3.3% in early April and then rose to a yearly high of 5% by the middle of October, a 50% increase in yield from the low. Market sentiment began to shift more favorably in November, as positive economic data suggested the Federal Reserve was beginning to win its battle with inflation. Products across the fixed income and equity markets rallied for the remainder of 2023 with investor expectations of the Federal Reserve easing interest rates in 2024.

The fourth quarter of 2023 was a pivotal quarter for the fixed income market. The 10-year Treasury yield dropped nearly 115 basis points within a month, resulting in a sweeping and powerful bond rally. Lower yields boosted equity valuations substantially, contributing to a broad-based rally, with the S&P 500 generating a 12% gain for the fourth quarter. Housing markets continued to show resiliency, with home price indices showing nationwide increases, although the overall volume of existing home sales remained low due to high mortgage rates and low housing inventory available for sale. The rate for 30-year mortgages reached a peak in 2023 of nearly 8%. The mortgage rate fell as a result of the late-year market rally and settled back to the high-6% range by the end of the year, creating some relief to the housing affordability crisis.

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Investment activity during 2023

Higher interest rate volatility, along with a continued yield curve inversion in 2023, presented many challenges throughout the year impacting our business activity and performance. During 2023, we acquired $1.4 billion of residential mortgage loans, down from $1.7 billion in 2022 and $3.2 billion in 2021. We were diligent in diversifying our loan purchases in 2023. Of the settled loans, approximately 50% were seasoned re-performing loans ("RPL"), 33% were non-QM, and the remainder were Business Purpose Loans (BPL). Apart from BPLs, all loans purchased were financed for the long-term through securitization. The loan characteristics of the seasoned RPLs and BPLs were consistent with the characteristics which currently exist in our portfolio. During the fourth quarter we committed to purchasing $152 million residential BPLs which we expect to settle in the first quarter of 2024. Due to the short duration of these loans, we plan to finance them with our existing loan warehouse facilities.

Secured Financing Activity during 2023

Our financing costs continued to increase and remained high throughout 2023. The Federal Reserve increased its target rate four times for a total of 100 basis points and Fed officials provided additional commentary during the early part of 2023 for market participants to expect higher rates for a longer period. Managing our floating rate liabilities through this period of high volatility and increasing rates, remained amongst the top priorities of management. Management was keenly focused, throughout the year, on strengthening our liability structure through proactive portfolio management (selling non-core assets) and securitization, which provides long-term, fixed rate, non-recourse financing.

In January, we exited a maturing $141 million non-mark-to-market secured financing facility and separately entered a new non-mark-to-market secured facility with a different counterparty for principal amount borrowed of $125 million. The new facility has a maturity date in January 2025. While we were able to successfully obtain new financing on our maturing facility, the financing cost on the new facility was considerably higher due to market volatility and the overall interest rate environment at that time.

In the fourth quarter, we refinanced $250 million of an existing high cost, fixed-rate financing facility into a new two-year limited mark-to-market variable-rate facility. Although the new facility is variable-rate, it carries an interest rate cap that is significantly below the previous facility and will represent considerable interest expense savings through the term of the new facility.

On a year-over-year basis, our secured financing agreements (recourse liabilities) decreased by $1.0 billion while increasing our securitized debt (non-recourse liabilities) by $498 million. At year-end, we had no outstanding warehouse financing exposure (recourse liabilities) backed by residential re-performing loans ("RPL"). Our repo funding costs increased by 90 basis-points during the year, consistent with increases in the federal funds rates over the period.

Securitization Activity during 2023

The total market issuance of residential re-performing loans ("RPL") was substantially reduced on a year-over-year basis. We estimate a total gross issuance amongst all issuers of $9 billion RPL for all of 2023 relative to $17 billion RPL for 2022. RPL securitization represents 94% of our total loan securitizations. Despite lower issuance, Chimera maintained a top issuer status of RPL deals during 2023. Our ability to securitize is not limited to RPL and we will continue to seek to optimize our liability structure through securitization which provides long-term non-recourse financing for our residential mortgage loan portfolio.

During the year, we remained active in the securitization market and sold $841 million of re-performing loans into three securitizations in challenging market conditions. We issued $662 billion of new debt at an average advance rate of 80%, locking in long-term financing while giving the company the option to call the debt, and refinance when rates become more favorable in the future. We believe we were one of the top issuers of RPL deals during the year.

In addition, we sponsored two rated securitizations of Non-Agency Investor residential mortgage loans, having a principal balance of $475 million. Securities issued by these securitizations with an aggregate balance of approximately $408 million, were sold in a private placement to institutional investors. These securities represented approximately 86% of the capital structure. We retained an option to call the securitized mortgage loans at any time beginning in the second quarter 2026.

Re-Securitization Activity during 2023

As part of our ongoing liquidity and liability initiative, during the year we were able to extract cash from some of our existing securitizations (due to deleveraging over the years) through re-securitization activity.

In January, we exercised our call rights and terminated four existing securitization trusts, CIM 2020-R4, CIM 2020-NR1, CIM 2018-R5 and CIM 2018-R6, and issued CIM Trust 2023-R1 and CIM Trust 2023-NR1 (commonly referred to as re-securitization). Though the interest rate was higher on the newly issued 2023 trusts, the re-securitizations enabled us to improve our balance sheet structure (as discussed above) and pay off maturing repo with Credit Suisse. We successfully converted $139

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million of recourse financing into long-term, non-mark-to-market securitized debt while re-capturing approximately $90 million in cash from the terminated trusts. We estimate the re-securitization activity increased our cost of senior debt financing by approximately 250 basis points compared to the terminated trusts. Both securitizations are callable within two-years which gives us the ability to refinance the securitized debt should interest rates improve in the future.

In April, we exercised our call rights and terminated two existing securitization trusts: CIM 2017-7, and CMLTI 2019-E. In addition to the collateral received by calling these two securitizations, we added an additional $104 million in collateral and issued CIM Trust 2023-R3 and CIM Trust 2023-NR2 (commonly referred to as re-securitization). Though the interest rate was higher on the newly issued 2023 trusts, the interest rate on the senior debt from these deals called were due to an embedded step-up feature to a higher rate. We successfully converted $86 million of recourse financing into long-term, non-mark-to-market securitized debt while re-capturing approximately $43 million cash from the terminated trusts. We estimate the re-securitization activity increased our cost of senior debt financing by approximately 128 basis points compared to the terminated trusts. We were able to negotiate a two-year call on CIM 2023-R3 and a one-year call on CIM 2023-NR2. We are in a position to refinance these structures if rates are lower.

Over the full year 2023, we sponsored $2.6 billion in securitizations (including re-securitizations). These securitizations helped us further strengthen our balance sheet as we prepared for a higher-for-longer interest rate environment.

Asset sales and portfolio composition

Given the challenging operating environment, ongoing liquidity needs, and opportunities to purchase new assets with higher yields, we rebalanced a portion of our investment portfolio that included the sale of some non-core assets. Overall, we sold $344 million Agency CMBS Securities. These sales resulted in a recognized loss of $31.2 million.

Considering the overall investment purchases, sales, and securitization activities, at year end our portfolio consisted of 91% residential mortgage loans, 8% Non-Agency RMBS, and 1% Agency MBS on a fair value basis. Our Agency portfolio was reduced by $328 million year-over-year through a combination of paydowns and sales activities.

Hedging transactions during 2023

We engaged in a series of interest rate hedges to help mitigate the impact of higher interest rates on our future financing and soften the impact of higher interest rates on the overall portfolio value. Our hedging strategies are dynamic. In 2023 we were focused on limiting the impact of higher interest rates, while maintaining optionality for our portfolio to benefit from lower interest rates in the future. The execution of this strategy was challenging due to heightened volatility from the events previously discussed, the magnitude of the overall rate movement and the shape of the yield curve. Over the year, we initiated and terminated a series of pay-fixed interest rate swaps and pay-fixed swaptions which created a realized loss of $45 million for the year. As of December 31, 2023, we maintained open positions in a $1.0 billion 3.26% pay-fixed interest rate swap maturing May 2024 and a $1.5 billion one-year option on a one-year pay-fixed interest rate swap "1 X 1" with maturities in early 2025. If the swaptions are executed, the 1-year interest swaps will carry a blended fixed rate of 3.56%. We believe these hedge positions will help us to achieve our goals.

Considering the velocity and magnitude of interest rate movements, in 2023 we also initiated a hedging program to manage the interest rate risk for the time differential between loan purchase commitment and the closing of loans into securitization. In addition, we used a combination of various U.S. Treasury futures contracts to hedge our exposure to future financing costs. Chimera’s hedging techniques attempt to mitigate the interest rate risk but do not capture the impact of credit spread risk. As of December 31, 2023, we did not have any loan and/or securitization commitments or related hedge positions.

Market Conditions and our Strategy

2023 was an interesting year with many challenges and opportunities. To combat inflation, the Fed ramped up interest rates to levels we have not seen in decades. The stock market was expected to decline under this new interest rate environment but returns for all major indices were much stronger than expected. The last two years have been volatile, with stocks falling hard from their January 2022 peak and then whipsawing back throughout 2023. And we’re starting to see similar whipsaw action when it comes to mortgage rates. However mortgage rates haven’t returned to January 2022 levels, and the expectation is they will not return to those levels in 2024. Home prices are also holding up extremely well with prices a few percentage points higher than they were at this time last year. Overall, the housing market has been incredibly resilient in the face of economic uncertainty. The potential for Federal Reserve rate cuts in 2024 got most of the investor attention over the last few weeks of the fourth quarter, but several additional factors drove earning results this quarter including data on cooling inflation and the refinancing of our high-cost debt in October.

For the full year 2023, spreads on most fixed income sectors were volatile. Spreads then tightened in the later part of the year as investors received positive economic data regarding inflation. Securitized products spreads tightened substantially over the year, retracing much of the widening that occurred in 2022. Specific to the mortgage sectors, commercial real estate started to see some silver linings with lower cap rates, while Residential MBS and other ABS sectors saw tighter spreads and more

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issuance (tempered in RMBS by low mortgage origination). The CLO market continued to see strong returns and Agency mortgage spreads tightened substantially as prepayment rates stabilized and interest rate volatility began to decrease.

The outlook for 2024 shows signs of a more stable interest rate landscape and more normalized returns. We are positioned for a higher-for-longer rate cycle, and we continue to believe the market can experience some headwinds due to large government deficit spending (and financing needs), geopolitical events and the upcoming 2024 presidential election.

Book value impact

Given the interest rate volatility during the year, the portfolio valuations remained volatile and ended the year with valuations ranging from flat to slightly down. However, realized losses on derivatives, net dilution from capital markets activity, asset sales as noted previously along with dividend distribution in excess of net income during the year lead to a decline in book value. Our book value per common share was $6.75, as of December 31, 2023, as compared to $7.49 as of December 31, 2022. We declared $0.70 common stock dividends per share in 2023. Our economic return on book value, which includes overall change in book value for the period plus dividends was -0.53% for the full year of 2023. The total rate of return on our common stock, including dividend reinvestment, was 3.0% for 2023.

Operating expenses

Operating expenses for the year were lower by 17%, driven mainly by lower compensation of 38% during the year. G&A and servicing expenses remained consistent year over year. Transaction expenses were significantly lower during the second half of the year on account of limited securitization activity. As noted above, we have purchased additional hedges to protect our earnings against rising interest rates.

Capital Markets activity during 2023

Persistently high and volatile interest rates through much of 2023 caused a significant decline in our earnings and a reduction in the common stock dividend brought it more in line with our earnings capability. During the fourth quarter, a less hawkish tone began to set in and while asset yields remained high, it provided us with an opportunity to raise equity and be able to invest in higher yielding assets.

Share repurchase: In June, our Board of Directors announced an increase in common stock buyback authorization by $73 million to $250 million. After this announcement the company repurchased 5.8 million of common stock at an average price of $5.66 for a total of $33 million during the year ended December 31, 2023. In January 2024, the Company's Board of Directors updated the authorization to include the Company's preferred stock into the Repurchase Program and increased the authorization by $33 million back up to $250 million. The quarterly dividend was reduced from $0.23 in the first quarter to $0.11 in the fourth quarter of 2023 as the company looked to align its dividend payout with our earnings outlook.

ATM Program: We issued approximately 14.5 million shares of our common stock at an average price of $5.09 for a total of $74 million during the year ended December 31, 2023.

Strategy going forward.

We continue to manage our portfolio consistent with our belief that interest rates will be higher on a relative basis for longer, despite the change in market sentiment at the end of the year. For the full year we reduced our total recourse financing exposure by $1 billion. We continue to seek opportunities to finance our retained notes from securitizations with long-term, limited, or non-mark-to market finance facilities. We currently have 60% of our recourse financings with these facilities. To further manage our interest rate risk, we intend to use financial derivatives such as futures, interest rate swaps and swaptions to hedge against securitization executions, net interest margin compression and the protection of our book value.

Cash management is critical to our business. We monitor our ongoing needs for margin, repurchase financing maturities, liquidity, and new investments. Over time, we expect to continue to acquire and securitize mortgage loans as well as further implement the company’s call optimization strategy on our securitizations. With available funds, we plan to evaluate the merits of any new investments and compare them to the merits of repurchasing outstanding common and preferred stock, or reducing higher cost liabilities as they mature. The timing of these re-securitizations is impacted by many factors, including credit performance, prepayment speeds and interest rates.

As we navigate current market conditions, we are focused on maintaining low recourse leverage and managing our liquidity with a proper balance of both cash and unencumbered securities. Our credit portfolio continued to perform well in the fourth quarter. Our current credit performance on our portfolio continues to be within, or better than, our original investment expectations on mortgage delinquencies, default rates, and recoveries. We monitor our portfolio regularly and seek opportunities to improve upon our liquidity, capital structure and investment returns. We have historically achieved success

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through re-securitization and have a substantial amount of capital that can be re-captured in the future. We believe there will be ample opportunity to extract additional portfolio value when interest rates moderate and the capital markets improve.

Over the course of the low-rate environment that persisted for many years (prior to the last two years of higher rates), our investment portfolio was able to generate an above market risk premium for our shareholders compared to the risk premium available on assets in the broad market. Over the last two years we have seen a decline in risk premium and a steep increase in financing costs due to Fed tightening and an inverted yield curve. We believe this will begin to reverse as the Fed eventually moves back to lower rates. Looking forward, we are committed to resetting, managing, executing, and aligning the risk premium to be in line with or above the market risk premium available for the investments available in the broad market.

Business Operations

Net Income (Loss) Summary

The table below presents our net income (loss) on a GAAP basis for the years ended December 31, 2023, 2022, and 2021.

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Net Income (Loss)
(dollars in thousands, except share and per share data)
(unaudited)
For the Year Ended
December 31, 2023December 31, 2022December 31, 2021
Net interest income:
Interest income (1)$772,904$773,121$937,546
Interest expense (2)509,541333,293326,628
Net interest income263,363439,828610,918
Increase (decrease) in provision for credit losses11,3717,03733
Other investment gains (losses):
Net unrealized gains (losses) on derivatives(6,411)(1,482)
Realized gains (losses) on derivatives(40,957)(561)
Periodic interest cost of swaps, net17,167(1,752)
Net gains (losses) on derivatives(30,201)(3,795)
Net unrealized gains (losses) on financial instruments at fair value34,373(736,899)437,357
Net realized gains (losses) on sales of investments(31,234)(76,473)45,313
Gains (losses) on extinguishment of debt3,875(2,897)(283,556)
Other investment gains (losses)1,091(1,866)
Total other gains (losses)(22,096)(821,930)199,114
Other expenses:
Compensation and benefits30,57049,37846,823
General and administrative expenses25,11722,65122,246
Servicing and asset manager fees32,62436,00536,555
Transaction expenses15,37916,14629,856
Total other expenses103,690124,180135,480
Income (loss) before income taxes126,206(513,319)674,519
Income taxes102(253)4,405
Net income (loss)$126,104$(513,066)$670,114
Dividends on preferred stock73,75073,76573,764
Net income (loss) available to common shareholders$52,354$(586,831)$596,350
Net income (loss) per share available to common shareholders:
Basic$0.23$(2.51)$2.55
Diluted$0.23$(2.51)$2.44
Weighted average number of common shares outstanding:
Basic230,057,356233,938,745233,770,474
Diluted232,617,866233,938,745245,496,926
Dividends declared per share of common stock$0.70$1.12$1.29

(1) Includes interest income of consolidated VIEs of $593,384, $551,253, and $586,580 for the years ended December 31, 2023, 2022, and 2021, respectively.

(2) Includes interest expense of consolidated VIEs of $282,542, $197,823, and $203,135 for the years ended December 31, 2023, 2022, and 2021, respectively.

See accompanying notes to consolidated financial statements.

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Results of Operations for the Years Ended December 31, 2023 and 2022.

Our primary source of income is interest income earned on our assets, net of interest expense paid on our financing liabilities.

The volatility in the interest rate and MBS markets during 2023 as discussed above resulted in an increase in our interest expense and muted market pricing improvements on our portfolio as compared to 2022. For the year ended December 31, 2023, our net income available to common shareholders was $52 million, or $0.23 per average basic common share, compared to a net loss of $587 million, or $2.51 per average basic common share for the year ended December 31, 2022. During the year ended December 31, 2023, we had net interest income of $263 million and unrealized gains on financial instruments at fair value of $34 million, offset in part by operating expenses of $104 million, preferred stock dividend of $74 million, realized losses on sales of investment of $31 million, and net losses derivative of $30 million. The increase in net income available to common shareholders for the year ended December 31, 2023, as compared to the year ended December 31, 2022, was primarily driven by an increase in unrealized gains on financial instruments at fair value of $771 million which was partially offset by an increase in interest expense of $176 million.

The net loss available for the year ended December 31, 2022 was primarily driven by mark-to-market losses on our portfolio's asset prices due to continued increases in interest rates and credit spread widening. During the year ended December 31, 2022, we had net unrealized losses on financial instruments at fair value of $737 million, other expenses of $124 million and net realized losses on sale of investment of $76 million, partially offset by net interest income of $440 million.

Interest Income

Interest income remained relatively unchanged at $773 million for the year ended December 31, 2023 and 2022, respectively. During the year ended December 31, 2023, the yields on our average interest earning assets increased by 10 basis points at 5.7%, as compared to 5.6% for the year ended December 31, 2022. Our average interest earning assets decreased by $268 million to $13.4 billion as compared to $13.6 billion from the same period of 2022.

We reduced our Agency MBS and Non-Agency RMBS positions by $381 million and $160 million, respectively, and increased our Loans held for investments by $273 million during 2023 as compared to 2022. Due to these changes in our portfolio our Agency MBS and Non-Agency RMBS interest income decreased by $30 million and $30 million, respectively, during the year ended December 31, 2023 as compared to 2022. This decrease was offset by an increase in interest income of $53 million on our Loans held for investment portfolio during the year ended December 31, 2023 as compared to 2022.

Interest Expense

Interest expense increased by $177 million, or 53%, to $510 million for the year ended December 31, 2023 as compared to $333 million for the year ended December 31, 2022. This increase in our interest expense during the year ended December 31, 2023, as compared to the same period of 2022, was primarily driven by the increases in borrowing rates on our secured financing agreements and securitized debt, due to increases in the Federal Funds Rate.

The interest expense on our securitized debt increased by $83 million during the year ended December 31, 2023, as the average borrowing rates on our securitizations increased by 90 basis points as compared to the year ended December 31, 2022. During the year ended December 31, 2023, our interest expense on secured financing agreements collateralized by Loans held for investments and Non-Agency RMBS increased by $42 million and $33 million, respectively, due to the higher Federal Funds Rate as compared to the year ended December 31, 2022.

Economic Net Interest Income

Our Economic net interest income is a non-GAAP financial measure that equals GAAP net interest income adjusted for net periodic interest cost of interest rate swaps and excludes interest earned on cash. For the purpose of computing economic net interest income and ratios relating to cost of funds measures throughout this section, interest expense includes net payments on our interest rate swaps, which is presented as a part of Net gains (losses) on derivatives in our Consolidated Statements of Operations. Interest rate swaps are used to manage the increase in interest paid on secured financing agreements in a rising rate environment. Presenting the net contractual interest payments on interest rate swaps with the interest paid on interest-bearing liabilities reflects our total contractual interest payments. We believe this presentation is useful to investors because it depicts the economic value of our investment strategy by showing all components of interest expense and net interest income of our investment portfolio. However, Economic net interest income should not be viewed in isolation and is not a substitute for net interest income computed in accordance with GAAP. Where indicated, interest expense, adjusting for any interest earned on

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cash, is referred to as Economic interest expense. Where indicated, net interest income reflecting net periodic interest cost of interest rate swaps and any interest earned on cash, is referred to as Economic net interest income.

The following table reconciles the Economic net interest income to GAAP net interest income and Economic interest expense to GAAP interest expense for the periods presented.

GAAP Interest IncomeGAAP Interest ExpensePeriodic Interest Cost of Interest Rate SwapsInterest Expense on Long Term DebtEconomic Interest ExpenseGAAP Net Interest IncomePeriodic Interest Cost of Interest Rate SwapsOther (1)Economic Net Interest Income
For the Year Ended December 31, 2023$772,904$509,541$(17,167)$$492,374$263,363$17,167$(9,871)$270,659
For the Year Ended December 31, 2022$773,121$333,293$1,752$$335,045$439,828$(1,752)$(2,505)$435,571
For the Year Ended December 31, 2021$937,546$326,628$$(2,274)$324,354$610,918$$2,208$613,126
For the Quarter Ended December 31, 2023$191,204$126,553$(5,296)$$121,257$64,651$5,296$(1,651)$68,296
For the Quarter Ended September 30, 2023$195,591$132,193$(4,894)$$127,299$63,398$4,894$(2,301)$65,991
For the Quarter Ended June 30, 2023$196,859$131,181$(4,159)$$127,022$65,678$4,159$(2,884)$66,953
For the Quarter Ended March 31, 2023$189,250$119,615$(2,819)$$116,796$69,635$2,819$(3,035)$69,419

(1) Primarily interest income on cash and cash equivalents and interest expense on Long-term debt.

Net Interest Rate Spread

The following table shows our average earning assets held, interest earned on assets, yield on average interest earning assets, average debt balance, economic interest expense, economic average cost of funds, economic net interest income and net interest rate spread for the periods presented.

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For the Quarter Ended
December 31, 2023September 30, 2023December 31, 2022
(dollars in thousands)(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1):
Agency RMBS$19,136$3036.3%$18,990$2344.9%$31,542$3464.4%
Agency CMBS105,2701,1384.3%124,0941,7015.5%441,4214,2913.9%
Non-Agency RMBS950,36629,61112.5%961,25728,82612.0%1,013,69329,30411.6%
Loans held for investment11,882,662158,5015.3%12,188,221162,5305.3%12,075,239151,4785.0%
Total$12,957,434$189,5535.9%$13,292,562$193,2905.8%$13,561,895$185,4195.5%
Liabilities and stockholders' equity:
Interest-bearing liabilities (2):
Secured financing agreements collateralized by:
Agency RMBS$$%$$%$4,547$464.0%
Agency CMBS75,8471,0715.6%90,2051,2005.3%358,9143,4643.9%
Non-Agency RMBS710,55013,5617.6%742,57917,7699.6%788,79513,2756.7%
Loans held for investment1,761,18830,2986.9%1,832,44529,8966.5%1,971,14433,7766.9%
Securitized debt8,422,01776,3273.6%8,663,77378,4343.6%8,056,91357,9592.9%
Total$10,969,602$121,2574.4%$11,329,002$127,2994.5%$11,180,313$108,5203.9%
Economic net interest income/net interest rate spread$68,2961.5%$65,9911.3%$76,8991.6%
Net interest-earning assets/net interest margin$1,987,8322.1%$1,963,5602.0%$2,381,5822.3%
Ratio of interest-earning assets to interest bearing liabilities1.181.171.21
(1) Interest-earning assets at amortized cost
(2) Interest includes periodic net interest cost on swaps

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For the Year Ended
December 31, 2023December 31, 2022
(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1):
Agency RMBS$18,907$1,1646.2%$93,287$1,1851.3%
Agency CMBS176,8267,5234.3%483,50037,8847.8%
Non-Agency RMBS970,211118,07812.2%1,130,059147,90713.1%
Loans held for investment12,214,061636,2685.2%11,940,993583,6404.9%
Total$13,380,005$763,0335.7%$13,647,839$770,6165.6%
Liabilities and stockholders' equity:
Interest-bearing liabilities (2):
Secured financing agreements collateralized by:
Agency RMBS$1,551$1187.6%$11,714$1581.3%
Agency CMBS139,7466,8784.9%376,5516,5121.7%
Non-Agency RMBS744,20864,8318.7%820,99732,3113.9%
Loans held for investment1,950,810127,6276.5%1,998,87485,8744.3%
Securitized debt8,408,355292,9203.5%8,064,675210,1902.6%
Total$11,244,670$492,3744.4%$11,272,811$335,0453.0%
Economic net interest income/net interest rate spread$270,6591.3%$435,5712.6%
Net interest-earning assets/net interest margin$2,135,3352.0%$2,375,0283.2%
Ratio of interest-earning assets to interest bearing liabilities1.191.21
(1) Interest-earning assets at amortized cost
(2) Interest includes periodic net interest cost on swaps

Economic Net Interest Income and the Average Earning Assets

Our Economic net interest income (which is a non-GAAP measure, see “Economic net interest income” discussion earlier for details) decreased by $165 million to $271 million for the year ended December 31, 2023 from $436 million for the year ended December 31, 2022. Our net interest rate spread, which equals the yield on our average interest-earning assets less the economic average cost of funds, decreased by 130 basis points for the year ended December 31, 2023, as compared to the same period of 2022. The net interest margin, which equals the Economic net interest income as a percentage of the net average balance of our interest-earning assets less our interest-bearing liabilities, decreased by 120 basis points for the year ended December 31, 2023, as compared to the same period of 2022. Our Average net interest-earning assets decreased by $240 million to $2.1 billion for the year ended December 31, 2023, compared to $2.4 billion for the same period of 2022. The decrease in our net interest rate spread for the year ended December 31, 2023 as compared to the year ended December 31, 2022 is primarily due to higher interest expense on our securitized debt collateralized by loans and secured financing agreements driven by higher Federal Funds Rate.

Economic Interest Expense and the Cost of Funds

The borrowing rate at which we are able to finance our assets using secured financing agreements is typically correlated to SOFR and the term of the financing. The borrowing rate on the majority of our securitized debt is fixed and correlated to the term of the financing. The table below shows our average borrowed funds, Economic interest expense, average cost of funds (inclusive of periodic interest costs on swaps), average one-month SOFR, average three-month SOFR and average one-month SOFR relative to average three-month SOFR.

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Average Debt BalanceEconomic Interest ExpenseAverage Cost of FundsAverage One-Month SOFRAverage Three-Month SOFRAverage One-Month SOFR Relative to Average Three-Month SOFR
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2023$11,244,670$492,3744.38%5.07%5.17%(0.10)%
For The Year Ended December 31, 2022$11,272,811$335,0452.97%1.85%2.18%(0.33)%
For The Year Ended December 31, 2021$12,244,263$324,3542.65%0.04%0.05%(0.01)%
For the Quarter Ended December 31, 2023$10,969,602$121,2574.42%5.34%5.38%(0.04)%
For the Quarter Ended September 30, 2023$11,329,002$127,2994.49%5.30%5.37%(0.07)%
For the Quarter Ended June 30, 2023$11,517,226$127,0224.41%5.04%5.13%(0.09)%
For the Quarter Ended March 31, 2023$11,258,996$116,7964.15%4.62%4.79%(0.17)%

Average interest-bearing liabilities decreased by $28 million for the year ended December 31, 2023, as compared to the year ended December 31, 2022. Economic interest expense increased by $157 million for the year ended December 31, 2023, as compared to the year ended December 31, 2022 due to the increases in our secured financing agreements and securitized debt borrowing rates driven by higher Federal Funds Rates. While we may use interest rate hedges to mitigate risks related to changes in interest rate, the hedges may not fully offset interest expense movements.

Provision for Credit Losses

For the year ended December 31, 2023, we recorded an increase in provision for credit losses of $4 million, to $11 million, as compared to the provision of credit losses of $7 million for the year ended December 31, 2022. The increase in provision for credit losses for the year ended December 31, 2023 is primarily due to an increase in expected losses and delinquencies. In addition, certain Non-Agency RMBS positions, now have higher unrealized losses and resulted in the recognition of an allowance for credit losses which was previously limited by unrealized gains on these investments.

Net Gains (Losses) on Derivatives

We use derivatives to economically hedge the effects of changes in interest rates on our portfolio, specifically our secured financing agreements. Unrealized gains and losses include the change in market value, period over period, on our derivatives portfolio. Changes in market value are generally a result of changes in interest rates. We may or may not ultimately realize these unrealized derivative gains and losses depending on trade activity, changes in interest rates and the values of the underlying securities. The net gains and losses on our derivatives include both unrealized and realized gains and losses. Realized gains and losses include the net cash paid and received on our interest rate swaps during the period as well as sales, terminations and settlements of our swaps, swaptions and U.S. Treasury futures.

The table below shows a summary of our net gains (losses) on derivative instruments, for the years ended December 31, 2023, 2022, and 2021, respectively.

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For the Year Ended
December 31, 2023December 31, 2022December 31, 2021
(dollars in thousands)
Periodic interest income (expense) on interest rate swaps, net$17,167$(1,752)$
Realized gains (losses) on derivative instruments, net:
Swaps - Terminations(45,226)(561)
Treasury futures(6,344)
Swaptions10,613
Total realized gains (losses) on derivative instruments, net$(40,957)(561)
Unrealized gains (losses) on derivative instruments, net:
Interest rate swaps497(10,358)
Swaptions(6,908)8,876
Total unrealized gains (losses) on derivative instruments, net:(6,411)(1,482)
Total gains (losses) on derivative instruments, net$(30,201)$(3,795)$

During the year ended December 31, 2023 and 2022, we recognized total net losses on derivatives of $30 million and $4 million, respectively. Unrealized gains and losses include the change in market value, period over period, on our derivatives portfolio. Changes in market value are generally a result of changes in interest rates. We may or may not ultimately realize these unrealized derivative gains and losses depending on trade activity, changes in interest rates and the values of the underlying securities.

The weighted average pay rate on our interest rate swaps at December 31, 2023 was 3.26% and the weighted average receive rate was 5.40%. At December 31, 2023, the weighted average maturity on our interest rate swaps was less than one year. The weighted average pay rate on our interest rate swaps at December 31, 2022 was 4.07% and the weighted average receive rate was 4.30%. At December 31, 2022, the weighted average maturity on our interest rate swaps was 4 years.

We paid $45 million to terminate interest rate swaps with a notional value of $2.5 billion during the year ended December 31, 2023. The terminated swaps had original maturities ranging from 2025 to 2028. We paid $561 thousand to terminate interest rate swaps with a notional value of $1.0 billion during the year ended December 31, 2022. The terminated swaps had original maturity of 2024.

During the year ended December 31, 2023, we entered into three swaption contracts for a one-year forward starting swaps with a total notional of $1.5 billion with a 3.56% strike rate. The underlying swap terms will allow us to pay a fix rate of 3.56% and receive floating overnight SOFR rate. Additionally, during the year ended December 31, 2023, we terminated our existing $1.0 billion notional swaption contract in exchange for a one-year swap. We also entered into and terminated three new swaptions contracts with $2.3 billion notional during the year ended December 31, 2023. We had net realized gains of $11 million on these swaption terminations. During the year ended December 31, 2022, we purchased a swaption contract for a one-year forward starting swap of $1.0 billion in notional amount with a weighted average strike rate of 3.26%. We paid a $6 million premium for the purchase of this swaption contract.

During the year ended December 31, 2023, we entered into 6,000 short 5-year and 1,875 short 2-year U.S. Treasury futures contract with a notional of $600 million and $375 million, respectively, which we subsequently covered and had no outstanding U.S. Treasury futures contract at December 31, 2023. We had a net realized loss of $6 million on covering these short U.S. Treasury futures contract. We also entered into 400 call options on 2-year and 5-year U.S. Treasury futures and subsequently covered them during the year ended December 31, 2023 for a realized loss of $187 thousand.

Changes in our derivative positions were primarily a result of changes in our secured financing composition and changes in interest rates.

Net Unrealized Gains (Losses) on Financial Instruments at Fair Value

During the year ended December 31, 2023, changes in market value on our portfolio were modestly positive compared to the market value losses during the year ended December 31, 2022. During 2022, the Fed Funds Rate increases, headline inflation, the inversion of the yield curve, and widening of credit spreads resulted in significant increases in market volatility and unrealized losses on our investment portfolio. 2023, while still experiencing market volatility, has been relatively stable and market prices have remained slightly positive as compared to 2022. We recorded Net unrealized gains on financial instruments at fair value of $34 million for the year ended December 31, 2023, as compared to Net unrealized losses on financial instruments at fair value of $737 million for the year ended December 31, 2022.

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Gains and Losses on Sales of Assets

We do not forecast sales of investments as we generally expect to invest for long term gains. However, from time to time, we may sell assets to create liquidity necessary to pursue new opportunities, to achieve targeted leverage ratios as well as for gains when prices indicate a sale is most beneficial to us, or is the most prudent course of action to maintain a targeted risk adjusted yield for our investors.

During the year ended December 31, 2023, we sold some of our Agency MBS investments as part of our portfolio optimization efforts and realized a loss of $31 million. During the year ended December 31, 2022, we sold some of our Agency IO and Non-Agency RMBS investments and realized a loss of $76 million.

Gain and Loss on Extinguishment of Debt

We recognized losses on extinguishment of debt of $2 million and $3 million, respectively, for the year ended December 31, 2023 and December 31, 2022, related to early termination of certain of our secured financing agreements.

When we acquire our outstanding securitized debt, we extinguish the outstanding debt and recognize a gain or loss based on the difference between the carrying value of the debt and the cost to acquire the debt which is reflected in the Consolidated Statements of Operations as a gain or loss on extinguishment of debt.

Securitized Debt Collateralized by Non-Agency RMBS

We did not acquire any securitized debt collateralized by Non-Agency RMBS during the year ended December 31, 2023 and December 31, 2022.

Securitized Debt Collateralized by Loans Held for Investment

During the year ended December 31, 2023, we acquired securitized debt collateralized by Loans held for investment with an amortized cost balance of $551 million for $545 million. These transactions resulted in net gain on extinguishment of debt of $6 million. We did not acquire any securitized debt collateralized by loans held for investment during the year ended December 31, 2022.

Compensation, General and Administrative Expenses and Transaction Expenses

The table below shows our total compensation and benefit expense, general and administrative, or G&A expenses, and transaction expenses as compared to average total assets and average equity for the periods presented.

Total Compensation, G&A and Transaction ExpensesTotal Compensation, G&A and Transaction Expenses/Average AssetsTotal Compensation, G&A and Transaction Expenses/Average Equity
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2023$71,0670.53%2.74%
For The Year Ended December 31, 2022$88,1750.61%2.87%
For The Year Ended December 31, 2021$98,9250.61%2.67%
For the Quarter Ended December 31, 2023$13,1440.41%2.08%
For the Quarter Ended September 30, 2023$12,6410.38%1.99%
For the Quarter Ended June 30, 2023$22,6040.65%3.46%
For the Quarter Ended March 31, 2023$22,6780.66%3.41%

The Compensation and benefit costs were approximately $31 million and $49 million for the year ended December 31, 2023 and December 31, 2022, respectively. The decrease in Compensation and benefit costs were primarily driven by lower performance based compensation costs.

The general and administrative expenses were approximately $25 million and $23 million for the year ended December 31, 2023 and December 31, 2022, respectively. The G&A expenses are primarily comprised of legal, market data and research, auditing, consulting, information technology, and independent investment consulting expenses.

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We incurred transaction expenses in relation to securitizations of $15 million and $16 million for the year ended December 31, 2023 and December 31, 2022, respectively.

Servicing and Asset Manager Fees

The servicing fees and asset manager expenses were $33 million and $36 million for the year ended December 31, 2023 and December 31, 2022, respectively. These servicing fees are primarily related to the servicing costs of the whole loans held in consolidated securitization vehicles and are paid from interest income earned by the VIEs. The servicing fees generally range from 2 to 50 basis points of unpaid principal balances of our consolidated VIEs.

Earnings available for distribution

Earnings available for distribution is a non-GAAP measure and is defined as GAAP net income excluding unrealized gains or losses on financial instruments carried at fair value with changes in fair value recorded in earnings, realized gains or losses on the sales of investments, gains or losses on the extinguishment of debt, changes in the provision for credit losses, other gains or losses on equity investments, and transaction expenses incurred. Transaction expenses are primarily comprised of costs only incurred at the time of execution of our securitizations and certain structured secured financing agreements and include costs such as underwriting fees, legal fees, diligence fees, bank fees and other similar transaction related expenses. These costs are all incurred prior to or at the execution of the transaction and do not recur. Recurring expenses, such as servicing fees, custodial fees, trustee fees and other similar ongoing fees are not excluded from earnings available for distribution. We believe that excluding these costs is useful to investors as it is generally consistent with our peer groups treatment of these costs in their non-GAAP measures presentation, mitigates period to period comparability issues tied to the timing of securitization and structured finance transactions, and is consistent with the accounting for the deferral of debt issue costs prior to the fair value election option made by us. In addition, we believe it is important for investors to review this metric which is consistent with how management internally evaluates the performance of the Company. Stock compensation expense charges incurred on awards to retirement eligible employees is reflected as an expense over a vesting period (generally 36 months) rather than reported as an immediate expense.

Earnings available for distribution is the Economic net interest income, as defined previously, reduced by compensation and benefits expenses (adjusted for awards to retirement eligible employees), general and administrative expenses, servicing and asset manager fees, income tax benefits or expenses incurred during the period, as well as the preferred dividend charges.

We view Earnings available for distribution as one measure of our investment portfolio's ability to generate income for distribution to common stockholders. Earnings available for distribution is one of the metrics, but not the exclusive metric, that our Board of Directors uses to determine the amount, if any, of dividends on our common stock. Other metrics that our Board of Directors may consider when determining the amount, if any, of dividends on our common stock include (among others) REIT taxable income, dividend yield, book value, cash generated from the portfolio, reinvestment opportunities and other cash needs. In addition, Earnings available for distribution is different than REIT taxable income and the determination of whether we have met the requirement to distribute at least 90% of our annual REIT taxable income (subject to certain adjustments) to our stockholders in order to maintain qualification as a REIT is not based on Earnings available for distribution. Therefore, Earnings available for distribution should not be considered as an indication of our REIT taxable income, a guaranty of our ability to pay dividends, or as a proxy for the amount of dividends we may pay. We believe Earnings available for distribution as described above helps us and investors evaluate our financial performance period over period without the impact of certain transactions. Therefore, Earnings available for distribution should not be viewed in isolation and is not a substitute for net income or net income per basic share computed in accordance with GAAP. In addition, our methodology for calculating Earnings available for distribution may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and accordingly, our Earnings available for distribution may not be comparable to the Earnings available for distribution reported by other REITs.

The following table provides GAAP measures of net income and net income per diluted share available to common stockholders for the periods presented and details with respect to reconciling the line items to Earnings available for distribution and related per average diluted common share amounts. Earnings available for distribution is presented on an adjusted dilutive shares basis.

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For the Years Ended
December 31, 2023December 31, 2022December 31, 2021
(dollars in thousands, except per share data)
GAAP Net income (loss) available to common stockholders$52,354$(586,831)$596,350
Adjustments:
Net unrealized (gains) losses on financial instruments at fair value(34,373)736,899(437,357)
Net realized (gains) losses on sales of investments31,23476,473(45,313)
(Gains) losses on extinguishment of debt(3,875)2,897283,556
Interest expense on long term debt2,274
Increase (decrease) in provision for credit losses11,3717,03733
Net unrealized (gains) losses on derivatives6,4111,482
Realized (gains) losses on terminations of interest rate swaps40,957561
Transaction expenses15,37916,14629,856
Stock Compensation expense for retirement eligible awards966(205)(432)
Other investment (gains) losses(1,091)1,866
Earnings available for distribution$119,333$256,325$428,967
GAAP net income (loss) per diluted common share$0.23$(2.51)$2.44
Earnings available for distribution per adjusted diluted common share$0.51$1.08$1.78

(1) Included in net realized gains (losses) on derivatives in the Consolidated Statement of Operations

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted average adjusted diluted shares used for Earnings available for distribution for the years ended December 31, 2023, 2022 and 2021.

For the Year Ended
December 31, 2023December 31, 2022December 31, 2021
Weighted average diluted shares - GAAP232,617,866233,938,745245,496,926
Potentially dilutive shares (1)2,617,417
Non-participating Warrants(5,070,543)
Adjusted weighted average diluted shares - Earnings available for distribution232,617,866236,556,162240,426,383

(1) Potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares

because their effect would have been anti-dilutive given the GAAP net loss available to common shareholders for the year ended December 31, 2022.

For the Quarters Ended
December 31, 2023September 30, 2023June 30, 2023March 31, 2023December 31, 2022
(dollars in thousands, except per share data)
GAAP Net income (loss) available to common stockholders$12,104$(16,268)$17,586$38,928$78,716
Adjustments:
Net unrealized (gains) losses on financial instruments at fair value(6,815)43,988(6,954)(64,592)(112,026)
Net realized (gains) losses on sales of investments3,75246021,7585,26439,443
(Gains) losses on extinguishment of debt2,473(4,039)(2,309)
Increase (decrease) in provision for credit losses2,3303,2172,7623,0623,834
Net unrealized (gains) losses on derivatives15,871(17)(17,994)8,55110,171
Realized (gains) losses on derivatives6,82234,134561
Transaction expenses425908,4566,4093,274
Stock Compensation expense for retirement eligible awards(391)(392)(388)2,141(309)
Other investment (gains) losses986(2,381)421(117)2,383
Earnings available for distribution$30,735$28,697$28,430$31,471$26,047
GAAP net income (loss) per diluted common share$0.05$(0.07)$0.08$0.17$0.34
Earnings available for distribution per adjusted diluted common share$0.13$0.13$0.12$0.13$0.11

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The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted-average adjusted diluted shares used for Earnings available for distribution for the periods reported below.

For the Quarters Ended
December 31, 2023September 30, 2023June 30, 2023March 31, 2023December 31, 2022
Weighted average diluted shares - GAAP232,329,323226,734,643233,867,501235,201,614234,240,836
Potentially dilutive shares (1)1,997,547
Adjusted weighted average diluted shares - Earnings available for distribution232,329,323228,732,190233,867,501235,201,614234,240,836

(1) Potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares because their effect would have been anti-dilutive given the GAAP net loss available to common shareholders for the quarter ended September 30, 2023.

Our Earnings available for distribution for the year ended December 31, 2023 were $119 million, or $0.51 per average diluted common share, and decreased by $137 million, or $0.57 per average diluted common share, as compared to $256 million, or $1.08 per average diluted common share for the year ended December 31, 2022. The decrease in Earnings available for distribution was driven by an increase in interest expense on our secured financing agreements and securitized debt collateralized by loans due to higher Federal Funds rate during the year ended December 31, 2023 as compared to the year ended December 31, 2022.

Net Income (Loss) and Return on Total Stockholders' Equity

The table below shows our Net Income and Economic net interest income as a percentage of average stockholders' equity and Earnings available for distribution as a percentage of average common stockholders' equity. Return on average equity is defined as our GAAP net income (loss) as a percentage of average equity.  Average equity is defined as the average of our beginning and ending stockholders' equity balance for the period reported. Economic net interest income and Earnings available for distribution are non-GAAP measures as defined in previous sections.

Return on Average EquityEconomic Net Interest Income/Average EquityEarnings available for distribution/Average Common Equity
(Ratios have been annualized)
For the Year Ended December 31, 20234.87%10.45%7.19%
For the Year Ended December 31, 2022(16.69)%14.17%11.96%
For the Year Ended December 31, 202118.05%16.52%15.42%
For the Quarter Ended December 31, 20234.84%10.81%7.70%
For the Quarter Ended September 30, 20230.34%10.40%7.14%
For the Quarter Ended June 30, 20235.51%10.24%6.75%
For the Quarter Ended March 31, 20238.63%10.45%7.28%

Return on average equity increased by 2,156 basis points for the year ended December 31, 2023, as compared to the year ended December 31, 2022. This increase is driven primarily by unrealized asset pricing gains during 2023, compared to unrealized losses during 2022. Economic net interest income as a percentage of average equity decreased by 372 basis points for the year ended December 31, 2023 as compared to the year ended December 31, 2022. Earnings available for distribution as a percentage of average common equity decreased by 477 basis points for the year ended December 31, 2023 as compared to the year ended December 31, 2022, primarily driven by increase in interest expense driven by higher Fed Funds Rate.

Financial Condition

Portfolio Review

During the year ended December 31, 2023, we focused our efforts on taking advantage of the opportunity to acquire higher yielding assets while maintaining low leverage and ample liquidity. During the year ended December 31, 2023, on an aggregate basis, we purchased $1.3 billion of investments, sold $316 million of investments, and received $1.5 billion in principal payments related to our Agency MBS, Non-Agency RMBS and Loans held for investment portfolio.

The following table summarizes certain characteristics of our portfolio at December 31, 2023 and December 31, 2022.

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December 31, 2023December 31, 2022
Interest earning assets at period-end (1)$12,543,336$12,937,661
Interest bearing liabilities at period-end$10,109,008$10,614,049
GAAP Leverage at period-end4.0:14.0:1
GAAP Leverage at period-end (recourse)1.0:11.3:1

(1) Excludes cash and cash equivalents.

December 31, 2023December 31, 2022December 31, 2023December 31, 2022
Portfolio CompositionAmortized CostFair Value
Non-Agency RMBS7.5%7.5%8.3%8.9%
Senior4.0%4.0%5.4%5.9%
Subordinated2.3%2.3%2.2%2.2%
Interest-only1.2%1.2%0.7%0.8%
Agency RMBS0.2%0.1%0.1%0.1%
Interest-only0.2%0.1%0.1%0.1%
Agency CMBS0.7%3.3%0.7%3.2%
Project loans0.6%2.3%0.6%2.2%
Interest-only0.1%1.0%0.1%1.0%
Loans held for investment91.6%89.1%90.9%87.8%
Fixed-rate percentage of portfolio96.5%96.5%95.9%95.6%
Adjustable-rate percentage of portfolio3.5%3.5%4.1%4.4%

GAAP leverage at period-end is calculated as a ratio of our secured financing agreements and securitized debt liabilities over GAAP book value. GAAP recourse leverage is calculated as a ratio of our secured financing agreements over stockholders equity.

The following table presents details of each asset class in our portfolio at December 31, 2023 and December 31, 2022. The principal or notional value represents the interest income earning balance of each class. The weighted average figures are weighted by each investment’s respective principal/notional value in the asset class.

December 31, 2023
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency Mortgage-Backed Securities
Senior$1,073,632$45.69$62.985.7%17.3%4.1%5.0%1.5%1.8%32.2%2.6%
Subordinated$583,049$50.92$47.493.3%6.7%4.6%5.7%0.2%0.9%18.4%6.5%
Interest-only$2,874,680$5.49$3.160.5%4.2%4.5%5.0%0.9%1.0%24.9%1.9%
Agency RMBS
Interest-only$392,284$4.90$3.830.1%5.7%8.6%9.4%N/AN/AN/AN/A
Agency CMBS
Project loans$86,572$101.44$91.464.0%3.8%%%N/AN/AN/AN/A
Interest-only$478,239$1.62$1.730.5%8.2%0.3%1.0%N/AN/AN/AN/A
Loans held for investment$12,028,480$98.35$94.905.7%5.4%6.5%6.5%0.6%0.6%23.9%N/A

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

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December 31, 2022
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency Mortgage-Backed Securities
Senior$1,153,458$46.09$66.055.3%16.4%5.2%10.8%1.4%1.8%34.5%2.1%
Subordinated$439,591$68.60$65.274.2%6.8%5.9%12.3%0.5%0.3%34.2%6.6%
Interest-only$3,286,545$4.95$3.010.6%5.3%5.8%12.1%0.9%0.8%38.3%1.6%
Agency RMBS
Interest-only$409,940$4.58$3.700.9%5.0%12.9%17.4%N/AN/AN/AN/A
Agency CMBS
Project loans$302,685$101.85$95.624.3%4.1%%%N/AN/AN/AN/A
Interest-only$2,669,396$5.23$4.730.7%3.4%1.8%3.7%N/AN/AN/AN/A
Loans held for investment$12,060,631$98.50$94.365.3%5.2%8.1%12.0%0.6%0.8%33.1%N/A

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

Based on the projected cash flows for our Non-Agency RMBS that are not of high credit quality, a portion of the original purchase discount is designated as Accretable Discount, which reflects the purchase discount expected to be accreted into interest income, and a portion is designated as Non-Accretable Difference, which represents the contractual principal on the security that is not expected to be collected. The amount designated as Non-Accretable Difference may be adjusted over time, based on the actual performance of the security, its underlying collateral, actual and projected cash flow from such collateral, economic conditions and other factors. If the performance of a security is more favorable than previously estimated, a portion of the amount designated as Non-Accretable Difference may be transferred to Accretable Discount and accreted into interest income over time. Conversely, if the performance of a security is less favorable than previously estimated, a provision for credit loss may be recognized resulting in an increase in the amounts designated as Non-Accretable Difference.

The following table presents changes to Accretable Discount (net of premiums) as it pertains to our Non-Agency RMBS portfolio, excluding premiums on interest-only investments, during the previous five quarters.

For the Quarters Ended
(dollars in thousands)
Accretable Discount (Net of Premiums)December 31, 2023September 30, 2023June 30, 2023March 31, 2023December 31, 2022
Balance, beginning of period$147,252$145,322$157,253$176,635$207,812
Accretion of discount(12,840)(9,022)(10,620)(11,663)(11,128)
Purchases(9)
Sales(17,935)
Elimination in consolidation
Transfers from/(to) credit reserve, net5,32510,961(1,311)(7,719)(2,114)
Balance, end of period$139,737$147,252$145,322$157,253$176,635

Liquidity and Capital Resources

General

Liquidity measures our ability to meet cash requirements, including ongoing borrowing commitments, purchase RMBS, residential mortgage loans and other assets for our portfolio, pay dividends and other general business needs. Our principal sources of capital and funds for additional investments primarily include earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities including warehouse facilities, and proceeds from equity or other securities offerings.

As discussed earlier, during 2023 we experienced higher interest rates, increased volatility, and elevated costs of financing. If these uncertainties become more pronounced, we may experience an adverse impact on our liquidity. We have sought and expect to continue to seek longer-term, more durable financing to reduce our risk exposure to margin calls related to shorter-term repurchase financing.

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Our ability to fund our operations, meet financial obligations and finance target asset acquisitions may be impacted by our ability to secure and maintain our master secured financing agreements, warehouse facilities and secured financing agreements facilities with our counterparties. Because secured financing agreements and warehouse facilities are short-term commitments of capital, lenders may respond to market conditions making it more difficult for us to renew or replace on a continuous basis our maturing short-term borrowings and have and may continue to impose more onerous conditions when rolling forward such financings. If we are not able to renew our existing facilities or arrange for new financing on terms acceptable to us, or if we default on our covenants or are otherwise unable to access funds under our financing facilities or if we are required to post more collateral or face larger haircuts, we may have to curtail our asset acquisition activities and dispose of assets.

To meet our short term (one year or less) liquidity needs, we expect to continue to borrow funds in the form of secured financing agreements and, subject to market conditions, other types of financing. The terms of the secured financing transaction borrowings under our master secured financing agreement generally conform to the terms in the standard master secured financing agreement as published by the Securities Industry and Financial Markets Association, or SIFMA, or similar market accepted agreements, as to repayment and margin requirements. In addition, each lender typically requires that we include supplemental terms and conditions to the standard master secured financing agreement. Typical supplemental terms and conditions include changes to the margin maintenance requirements, net asset value, required 'haircuts' (which are the difference expressed in percentage terms between the fair value of the collateral and the amount the counterpart will lend to us) purchase price maintenance requirements, and requirements that all disputes related to the secured financing agreement be litigated or arbitrated in a particular jurisdiction. These provisions may differ for each of our lenders.

To meet our longer-term liquidity needs (greater than one year), we expect our principal sources of capital and funds to continue to be provided by earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities, as well as proceeds from equity or other securities offerings.

In addition to the principal sources of capital described above, we may enter into warehouse facilities and use longer dated structured secured financing agreements. The use of any particular source of capital and funds will depend on market conditions, availability of these facilities, and the investment opportunities available to us.

Current Period

We held cash and cash equivalents of approximately $222 million and $265 million at December 31, 2023 and December 31, 2022, respectively. As a result of our operating, investing and financing activities described below, our cash position decreased

by $43 million from December 31, 2022 to December 31, 2023.

Our operating activities provided net cash of approximately $213 million and $326 million for the years ended December 31, 2023 and 2022, respectively. The cash flows from operations were primarily driven by interest received in excess of interest paid of $304 million and $519 million during the year ended December 31, 2023 and 2022, respectively.

Our investing activities provided cash of $552 million and $510 million for the year ended December 31, 2023 and 2022, respectively. During the year ended December 31, 2023, we received cash for principal repayments on Agency MBS, Non-Agency RMBS and Loans held for investment of $1.5 billion and from sale of our Agency MBS of $313 million. This cash received was offset in part by cash used on investment purchases of $1.3 billion, primarily consisting of Loans held for investment. During the year ended December 31, 2022, we received cash for principal repayments on Agency MBS, Non-Agency RMBS and Loans held for investment of $2.6 billion. This cash received was offset in part by cash used on investment purchases of $2.1 billion, primarily consisting of Loans held for investment of $2.1 billion, Agency MBS of $58 million and Non-Agency RMBS of $23 million.

Our financing activities used cash of $808 million and $957 million for the year ended December 31, 2023 and 2022, respectively. During the year ended December 31, 2023, we primarily used cash for repayment of principal on our securitized debt of $1.8 billion, net payments on our secured financing agreements of $1.0 billion, payment of common and preferred dividends of $251 million and payment for repurchase of our common stock of $33 million. This cash used was offset in part by cash received for issuance of securitized debt collateralized by loans of $2.2 billion and issuance of our common stock of $74 million. During the year ended December 31, 2022, we primarily used cash for repayment of principal on our securitized debt of $1.8 billion, payment of common and preferred dividends of $362 million, and repurchase of our common stock of $49 million. This cash used was offset in part by cash received for securitized debt collateralized by loans issuance of $1.1 billion and net proceeds received from our secured financing agreements of $178 million.

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Our recourse leverage was 1.0:1 and 1.3:1 at December 31, 2023 and at December 31, 2022, respectively, and remained relatively low. Our recourse leverage excludes the securitized debt which can only be repaid from the proceeds on the assets securing this debt in their respective VIEs. Our recourse leverage is presented as a ratio of our secured financing agreements, which are recourse to our assets and our equity.

Based on our current portfolio, leverage ratio and available borrowing arrangements, we believe our assets will be sufficient to enable us to meet anticipated short-term liquidity requirements. However, if our cash resources are insufficient to satisfy our liquidity requirements, we may sell additional investments, reduce our dividends, issue debt or additional common or preferred equity securities to meet our liquidity needs. As of December 31, 2023, we have $377 million of unencumbered assets available to us which can be pledged to access additional short-term financing or sold to raise additional cash, if necessary.

At December 31, 2023 and December 31, 2022, the remaining maturities and borrowing rates on our RMBS and loan secured financing agreements were as follows.

December 31, 2023December 31, 2022
(dollars in thousands)
PrincipalWeighted Average Borrowing RatesRange of Borrowing RatesPrincipal (1)Weighted Average Borrowing RatesRange of Borrowing Rates
OvernightN/AN/AN/ANA
1 to 29 days$272,4907.35%6.30% - 8.22%$493,9184.66%3.63% - 6.16%
30 to 59 days495,6366.68%5.58% - 7.87%762,7686.14%4.60% - 7.34%
60 to 89 days305,4267.17%5.93% - 7.85%225,4976.04%4.70% - 7.12%
90 to 119 days54,3767.46%6.59% - 7.80%43,1806.54%5.50% - 6.70%
120 to 180 days105,7277.09%6.72% - 7.80%401,6385.88%5.57% - 6.92%
180 days to 1 year39,6207.06%6.66% - 7.39%402,2836.06%5.63% - 6.64%
1 to 2 years808,6019.36%8.36% - 12.50%251,28613.98%13.98% - 13.98%
2 to 3 years—%0.00% - 0.00%480,0228.07%8.07% - 8.07%
Greater than 3 years362,2155.11%5.10% - 7.15%382,8395.14%5.10% - 6.07%
Total$2,444,0917.51%$3,443,4316.61%

(1) The outstanding balance for secured financing agreements in the table above is net of $1 million of deferred financing cost as of December 31, 2022. There was no outstanding deferred financing cost for secured financing agreements in 2023.

Average remaining maturity of Secured financing agreements secured by:
December 31, 2023December 31, 2022
Agency RMBS (in thousands)N/A17 Days
Agency CMBS (in thousands)32 Days25 Days
Non-Agency RMBS and Loans held for investment (in thousands)418 Days474 Days

We collateralize the secured financing agreements we use to finance our operations with our MBS investments and mortgage loans held in trusts controlled by us. Our counterparties negotiate a ‘haircut’, which is the difference expressed in percentage terms between the fair value of the collateral and the amount the counterparty will lend to us, when we enter into a financing transaction. The size of the haircut reflects the perceived risk and market volatility associated with holding the MBS by the lender. The haircut provides lenders with a cushion for daily market value movements that reduce the need for a margin call to be issued or margin to be returned as normal daily increases or decreases in MBS market values occur. Haircuts have decreased on secured financing agreements collateralized by Agency CMBS and increased slightly on secured financing agreements collateralized by Non-Agency RMBS and Loans held for investments during 2023 as compared to 2022. At December 31, 2023, the weighted average haircut on our remaining secured financing agreements collateralized by Agency CMBS was 5.2% and Non-Agency RMBS and Loans held for investment was 26.1%. At December 31, 2022, the weighted average haircut on our remaining secured financing agreements collateralized by Agency RMBS IOs was 20.0%, Agency CMBS was 7.8% and Non-Agency RMBS and Loans held for investment was 25.7%.

The fair value of the Non-Agency MBS is more difficult to determine in current financial conditions, as well as more volatile period to period than Agency MBS, the Non-Agency MBS typically requires a larger haircut. In addition, when financing assets using the standard form of SIFMA Master Repurchase Agreements, the counterparty to the agreement typically nets its

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exposure to us on all outstanding repurchase agreements and issues margin calls if movement of the fair values of the assets in the aggregate exceeds their allowable exposure to us. A decline in asset fair values could create a margin call or may create no margin call depending on the counterparty’s specific policy. In addition, counterparties consider a number of factors, including their aggregate exposure to us as a whole and the number of days remaining before the repurchase transaction closes prior to issuing a margin call. To minimize the risk of margin calls, as of December 31, 2023, we have entered into $924 million of financing arrangements for which the collateral cannot be adjusted as a result of changes in market value, minimizing the risk of a margin call as a result in price volatility. We refer to these agreements as non-mark-to-market (non-MTM) facilities. These non-MTM facilities generally have higher costs of financing, but lower the risk of a margin call which could result in sales of our assets at distressed prices. All non-MTM facilities are collateralized by Non-Agency RMBS collateral, which tends to have increased volatile price changes during periods of market stress. In addition we have entered into certain secured financing agreements which are not subject to additional margin requirement until the drop in fair value of collateral is greater than a threshold. We refer to these agreements as limited mark-to-market (limited MTM) facilities. As of December 31, 2023 we have $546 million, of limited MTM facilities. We believe these non-MTM and limited MTM facilities significantly reduce our financing risks. See Note 5 to our Consolidated Financial Statements for a discussion on how we determine the fair values of the RMBS collateralizing our secured financing agreements.

At December 31, 2023, the weighted average borrowing rates for our secured financing agreements collateralized by Agency CMBS was 5.6% and Non-Agency MBS and Loans held for investment was 7.6%. At December 31, 2022, the weighted average borrowing rates for our secured financing agreements collateralized by Agency RMBS IOs was 4.7%, Agency CMBS was 4.5%, and Non-Agency MBS and Loans held for investment was 6.9%.

We entered into a secured financing agreement during fourth quarter of 2022 for which we have elected fair value option. we believe electing fair value for this financial instrument better reflects the transactional economics. The total principal balance outstanding on this secured financing at December 31, 2023 and December 31, 2022 was $362 million and $383 million, respectively. The fair value of collateral pledged was $401 million and $418 million as of December 31, 2023 and December 31, 2022, respectively. We carry this secured financing instrument at fair value of $350 million and $374 million as of December 31, 2023 and December 31, 2022, respectively. At December 31, 2023 and December 31, 2022, the weighted average borrowing rate on secured financing agreements at fair value was 5.1%. At December 31, 2023 and December 31, 2022, the haircut for the secured financing agreements at fair value was 7.5%. At December 31, 2023, the maturity on the secured financing agreements at fair value was four years.

The table below presents our average daily secured financing agreements balance and the secured financing agreements balance at each period end for the periods presented. Our balance at period-end tends to fluctuate from the average daily balances due to the adjusting of the size of our portfolio by using leverage.

PeriodAverage secured financing agreements balancesSecured financing agreements balance at period end
(dollars in thousands)
Year Ended December 31, 2023$2,836,314$2,432,115
Year Ended December 31, 2022$3,208,136$3,434,765
Year Ended December 31, 2021$3,937,929$3,261,613
Quarter End December 31, 2023$2,547,584$2,432,115
Quarter End September 30, 2023$2,665,230$2,603,911
Quarter End June 30, 2023$2,932,424$2,686,522
Quarter End March 31, 2023$3,209,153$3,195,322

Our secured financing agreements do not require us to maintain any specific leverage ratio. We believe the appropriate leverage for the particular assets we are financing depends on the credit quality and risk of those assets. At December 31, 2023 and December 31, 2022, the carrying value of our total interest-bearing debt was approximately $10.1 billion and $10.6 billion, respectively, which represented a leverage ratio of approximately 4.0:1 and 4.0:1, respectively. We include our secured financing agreements and securitized debt in the numerator of our leverage ratio and stockholders’ equity as the denominator.

At December 31, 2023, we had secured financing agreements with 12 counterparties. All of our secured financing agreements are secured by Agency MBS, Non-Agency RMBS and Loans held for investment and cash. Under these secured financing agreements, we may not be able to reclaim our collateral but will still be obligated to pay our repurchase obligations. We mitigate this risk by ensuring our counterparties are rated financial institutions. As of December 31, 2023 and December 31, 2022, we had $3.6 billion and $4.7 billion, respectively, of securities or cash pledged against our secured financing agreements obligations.

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We expect to enter into new secured financing agreements at maturity; however, there is a risk that we will not be able to renew our secured financing agreements when we desire to renew them or obtain favorable interest rates and haircuts as a result of uncertainty in the market including, but not limited to, uncertainty as a result of inflation and increases in the Federal Funds Rate. We offset the interest rate risk of our repurchase agreements primarily through the use of derivatives, which primarily consist of interest rate swaps, swaptions and U.S. Treasury futures. The average remaining maturities on our interest rate swaps at December 31, 2023 was less than one year. All of our swaps are cleared by a central clearing house. When our interest rate swaps are in a net loss position (expected cash payments are in excess of expected cash receipts on the swaps), we post collateral as required by the terms of our swap agreements.

Exposure to Financial Counterparties

We actively manage the number of secured financing agreements counterparties to reduce counterparty risk and manage our liquidity needs. The following table summarizes our exposure to our secured financing agreements counterparties at December 31, 2023:

December 31, 2023
CountryNumber of CounterpartiesSecured Financing AgreementExposure (1)
(dollars in thousands)
United States8$1,244,452$485,169
Japan2920,372462,229
Canada1271,810138,898
Netherlands17,457283
Total12$2,444,091$1,086,580

(1) Represents the amount of securities and/or cash pledged as collateral to each counterparty less the aggregate of secured financing

agreement.

We regularly monitor our exposure to financing counterparties for credit risk and allocate assets to these counterparties based, in part, on the credit quality and internally developed metrics measuring counterparty risk. Our exposure to a particular counterparty is calculated as the excess collateral which is pledged relative to the secured financing agreement balance. If our exposure to our financing counterparties exceeds internally developed thresholds, we develop a plan to reduce the exposure to an acceptable level. At December 31, 2023, we had amounts at risk with Nomura Securities International, Inc., or Nomura, of 17% of our equity related to the collateral posted on secured financing agreements. The weighted average maturities of the secured financing agreements with Nomura were 412 days. The amount at risk with Nomura was $433 million. At December 31, 2022, we had amounts at risk with Nomura of 12% of our equity related to the collateral posted on secured financing agreements. The weighted average maturities of the secured financing agreements with Nomura were 582 days. The amount at risk with Nomura was $308 million.

At December 31, 2023, we did not use credit default swaps or other forms of credit protection to hedge the exposures summarized in the table above.

Stockholders’ Equity

In June 2023, our Board of Directors increased the authorization of the Company's share repurchase program, or the Repurchase Program, by $73 million to $250 million. Such authorization does not have an expiration date, and at present, there is no intention to modify or otherwise rescind such authorization. Shares of our common stock and preferred stock may be purchased in the open market, including through block purchases, through privately negotiated transactions, or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Exchange Act. The timing, manner, price and amount of any repurchases will be determined at our discretion and the program may be suspended, terminated or modified at any time for any reason. Among other factors, we intend to only consider repurchasing shares of our common stock and preferred stock when the purchase price is less than the last publicly reported book value per common share. In addition, we do not intend to repurchase any shares from directors, officers or other affiliates. The program does not obligate us to acquire any specific number of shares, and all repurchases will be made in accordance with Rule 10b-18, which sets certain restrictions on the method, timing, price and volume of stock repurchases.

We repurchased 5.8 million shares of our common stock at an average price of $5.66 for a total of $33 million during the year ended December 31, 2023. We repurchased approximately 5.4 million shares of our common stock at an average price of $9.10

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for a total of $49 million during the year ended December 31, 2022. The approximate dollar value of shares that may yet be purchased under the Repurchase Program is $217 million as of December 31, 2023.

In 2022, we entered into separate Distribution Agency Agreements (the “Existing Sales Agreements”) with each of JMP Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and RBC Capital Markets, LLC (the “Existing Sales Agents”). In February 2023, we amended the Existing Sales Agreements and entered into separate Distribution Agency Agreements (together with the Existing Sales Agreements, as amended, the “Sales Agreements”) with J.P. Morgan Securities LLC and UBS Securities LLC to include J.P. Morgan Securities LLC and UBS Securities LLC as additional sales agents (together with the Existing Sales Agents, the “Sales Agents”). Pursuant to the terms of the Sales Agreements, we may offer and sell shares of our common stock, having an aggregate offering price of up to $500,000,000, from time to time in “at the market offerings” through any of the Sales Agents under the Securities Act of 1933. We issued approximately 14.5 million shares of our common stock at an average price of $5.09 for a total of $74 million during the year ended December 31, 2023. We did not issue any shares under the at-the-market sales program during the year ended December 31, 2022. The approximate dollar value of shares that may yet be issued under "at the market" offerings program is $426 million as of December 31, 2023.

During the year ended December 31, 2023, we declared dividends to common shareholders of $167 million or $0.70 per share, respectively. During the year ended December 31, 2022, we declared dividends to common shareholders of $266 million, or $1.12 per share, respectively.

We declared dividends to Series A preferred stockholders of $12 million, or $2.00 per preferred share, during the years ended December 31, 2023 and 2022, respectively.

We declared dividends to Series B preferred stockholders of $26 million, or $2.00 per preferred share, during the years ended December 31, 2023, and 2022, respectively.

We declared dividends to Series C preferred stockholders of $20 million, or $1.937500 per preferred share, during the years ended December 31, 2023, and 2022, respectively.

We declared dividends to Series D preferred stockholders of $16 million, or $2.00 per preferred share, during the years ended December 31, 2023, and 2022, respectively.

On October 30, 2021, all 5,800,000 issued and outstanding shares of Series A Preferred Stock with an outstanding liquidation preference of $145 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including, the redemption date. The dividend rate on shares of Series A Preferred Stock is 8.00% per annum.

After June 30, 2023, all LIBOR tenors relevant to us ceased to be published or became no longer representative. We believe that the federal Adjustable Interest Rate (LIBOR) Act (the “Act”) and the related regulations promulgated thereunder are applicable to each of our Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock. In light of the applicability of the Act to the aforementioned preferred stock, we believe, given all of the information available to us to date, that three-month CME Term SOFR plus the applicable tenor spread adjustment of 0.26161% per annum will automatically replace three-month LIBOR as the reference rate for calculations of the dividend rate payable on the relevant preferred stock for dividend periods from and after (i) March 30, 2024, in the case of the Series B Preferred Stock, (ii) September 30, 2025, in the case of the Series C Preferred Stock, or (iii) March 30, 2024, in the case of the Series D Preferred Stock.

Stock Based Compensation

On June 14, 2023, the Board of Directors recommended and shareholders approved, the Chimera Investment Corporation 2023 Equity Incentive Plan (the “Plan”). It authorized the issuance of up to 20,000,000 shares of our common stock for the grant of awards under the Plan. The Plan will replace our 2007 Equity Incentive Plan, as amended and restated effective December 10, 2015 (the “Prior Plan”), and no new awards will be granted under the Prior Plan. Any awards outstanding under the Prior Plan will remain subject to and be paid under the Prior Plan. Any shares subject to outstanding awards under the Prior Plan that, expire, terminate, or are surrendered or forfeited for any reason without issuance of shares will automatically become available for issuance under the Plan. Also, shares withheld for tax withholding requirements after stockholder approval of the Plan for full value awards originally granted under the Prior Plan (such as the RSUs and PSUs awarded to our named executive officers) will automatically become available for issuance under the Plan.

As of December 31, 2023, approximately 18 million shares were available for future grant under the Plan.

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Grants of Restricted Stock Units, or RSUs

During the years ended December 31, 2023 and 2022, we granted RSU awards to employees. These RSU awards are designed to reward our employees for services provided to us. Generally, the RSU awards vest equally over a three-year period beginning from the grant date and will fully vest after three years. For employees who are retirement eligible, defined as years of service to us plus age that is equal to or greater than 65, the service period is considered to be fulfilled and all grants are expensed immediately. The RSU awards are valued at the market price of our common stock on the grant date and generally the employees must be employed by us on the vesting dates to receive the RSU awards. We granted 1 million RSU awards during the year ended December 31, 2023 with a grant date fair value of $6 million for the 2023 performance year. We granted 396 thousand RSU awards during the year ended December 31, 2022 with a grant date fair value of $4 million for the 2022 performance year.

Grants of Performance Share Units, or PSUs

PSU awards are designed to align compensation with our future performance. The PSU awards granted during the years ended December 31, 2023 and 2022, include a three-year performance period ending on December 31, 2025 and December 31, 2024, respectively. For the PSU awards granted during the year ended December 31, 2023, the final number of shares awarded will be between 0% and 200% of the PSUs granted based on our Economic Return and share price performance compared to a peer group. Our three-year Economic Return is equal to our change in book value per common share plus common stock dividends. Share price performance equals change in share prices plus common stock dividends. Compensation expense will be recognized on a straight-line basis over the three-year vesting period based on an estimate of our Economic Return and share price performance in relation to the entities in the peer group and will be adjusted each period based on our best estimate of the actual number of shares awarded. For the PSU awards granted during the year ended December 31, 2022, the final number of shares awarded will be between 0% and 200% of the PSUs granted based on the our Economic Return compared to a peer group. During the year ended December 31, 2023, we granted 605 thousand PSU awards to senior management with a grant date fair value of $3 million. During the year ended December 31, 2022, we granted 128 thousand PSU awards to senior management with a grant date fair value of $2 million.

At December 31, 2023 and December 31, 2022, there were approximately 3.6 million and 3.0 million, respectively, unvested shares of RSUs and PSUs issued to our employees and directors.

Contractual Obligations and Commitments

The following tables summarize our contractual obligations at December 31, 2023 and December 31, 2022. The estimated principal repayment schedule of the securitized debt is based on expected cash flows of the residential mortgage loans or RMBS, as adjusted for expected principal write-downs on the underlying collateral of the debt.

December 31, 2023
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$1,273,274$808,602$362,215$$2,444,091
Securitized debt, collateralized by Non-Agency RMBS25132667644
Securitized debt at fair value, collateralized by Loans held for investment1,405,5032,302,4211,738,6782,942,2348,388,836
Interest expense on MBS secured financing agreements (1)23,4236,5551,69631,674
Interest expense on securitized debt (1)273,963425,281294,111356,3371,349,693
Total$2,976,414$3,543,185$2,396,700$3,298,638$12,214,938

(1) Interest is based on variable rates in effect as of December 31, 2023.

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December 31, 2022
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$2,329,284$731,308$382,838$$3,443,430
Securitized debt, collateralized by Non-Agency RMBS64052371921,326
Securitized debt at fair value, collateralized by Loans held for investment1,636,5442,535,6421,733,0221,949,2407,854,448
Interest expense on MBS secured financing agreements (1)28,9156,1471,75036,812
Interest expense on securitized debt (1)208,059307,001187,281176,580878,921
Total$4,203,442$3,580,621$2,304,962$2,125,912$12,214,937

(1) Interest is based on variable rates in effect as of December 31, 2022.

Not included in the table above are the unfunded construction loan commitments of $5 million and $9 million as of December 31, 2023 and December 31, 2022, respectively. We expect the majority of these commitments will be paid within one year and are reported under Payable for investments purchased in our Consolidated Statements of Financial Condition.

We have made a $75 million capital commitment to a fund managed by Kah Capital Management, LLC. As of December 31, 2023, we have funded $46 million towards that commitment, leaving an unfunded commitment of $29 million.

Capital Expenditure Requirements

At December 31, 2023 and December 31, 2022, we had no material commitments for capital expenditures.

Dividends

To maintain our qualification as a REIT, we must pay annual dividends to our stockholders of at least 90% of our taxable income (subject to certain adjustments). Before we pay any dividend, we must first meet any operating requirements and scheduled debt service on our financing facilities and other debt payable.

Critical Accounting Estimates

Accounting policies are integral to understanding our Management’s Discussion and Analysis of Financial Condition and Results of Operations. The preparation of financial statements in accordance with GAAP requires management to make certain judgments and assumptions, on the basis of information available at the time of the financial statements, in determining accounting estimates used in the preparation of these statements. Our significant accounting policies and accounting estimates are described in Note 2 to the Consolidated Financial Statements. Critical accounting policies are described in this section. An accounting policy is considered critical if it requires management to make assumptions or judgments about matters that are highly uncertain at the time the accounting estimate was made or require significant management judgment in interpreting the accounting literature. If actual results differ from our judgments and assumptions, or other accounting judgments were made, this could have a significant and potentially adverse impact on our financial condition, results of operations and cash flows.

The accounting policies and estimates which we consider most critical relate to the recognition of revenue on our investments, including recognition of any losses, and the determination of fair value of our financial instruments. The consolidated financial statements include, on a consolidated basis, our accounts, the accounts of our wholly-owned subsidiaries, and variable interest entities, or VIEs, for which we are the primary beneficiary. All significant intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although our estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be different than anticipated in those estimates, which could materially adversely impact our results of operations and our financial condition. Management has made significant estimates in several areas, including current expected credit losses of Non-Agency

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RMBS, valuation of Loans held for investments, Agency and Non-Agency MBS, forward interest rates for interest rate swaps, and income recognition on Loans held for investments and Non-Agency RMBS. Actual results could differ materially from those estimates.

Recognition of Revenue

We primarily invest in pools of mortgage loans. All mortgage loans are carried at fair value with changes in fair value recognized in earnings. Our investments in mortgage loans pay principal and interest which is accrued when due. We also invest in MBS representing interests in obligations backed by pools of mortgage loans. Our investments in MBS includes investments in both Agency MBS and Non-Agency MBS. We delineate between (1) Agency MBS and (2) Non-Agency RMBS as follows: The Agency MBS are mortgage pass-through certificates, collateralized mortgage obligations, or CMOs, and other RMBS representing interests in or obligations backed by pools of residential mortgage loans issued or guaranteed as to principal and/or interest repayment by agencies of the U.S. Government or federally chartered corporations such as Ginnie Mae, Freddie Mac or Fannie Mae. The Non-Agency RMBS are not issued or guaranteed by Fannie Mae, Freddie Mac, or Ginnie Mae and are therefore subject to credit risk. We also invests in Interest Only Agency MBS strips and Interest Only Non-Agency RMBS strips, or IO MBS strips. IO MBS strips represent our right to receive a specified proportion of the contractual interest flows of the collateral.

Income on our investments is recognized based on an effective interest rate we expect to earn over the life of the investment. The effective interest rate is determined based on the cost of the investment and the expectation of future cash flows. To determine the future cash flows, we estimate the amount and timing of principal and interest, referred to as the repayment rate, and our expectations of defaults on payments of principal and interest. These estimates require significant judgment which change over time as our expectations change due to changes in market conditions and changes in our investments as principal and interest, other cash flows or losses are experienced. These estimates are compared to actual results of the investment and other similar investments on a regular basis and updated as necessary. These comparisons may result in a favorable or unfavorable change in the effective interest rate expected to be collected. Any favorable or unfavorable changes are reflected as a change in income. Our estimates of the timing and amount of principal and interest, including our expectation of defaults on payments of principal and interest are critical to accurately reporting interest income.

Our accounting policies for recognition of interest income and current expected credit losses related to MBS investments are described in further detail in Note 2 of the consolidated financial statements.

Determination of Fair Value

Substantially all of our investments are carried at fair value. In accordance with current accounting guidance, fair value of our financial instruments represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the financial statement reporting date. We use internally developed models to determine fair value of our investments.

We determine the fair value of all of our Non-Agency RMBS investment securities, including Non-Agency represented as securitized debt, based on discounted cash flows utilizing an internal pricing model that incorporates factors such as coupon, repayment speeds, expected losses, expected loss severity, discount rates and other factors. Estimates of repayment speeds, expected losses and expected loss severity, require significant judgment and are based on what we believe a market participant would use to determine the cash flows. To corroborate that the estimates of fair values generated by these internal models are reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third party pricing services.

We estimate the fair value of our Loans held for investment consisting of seasoned subprime residential mortgage loans on a loan by loan basis using an internally developed model which compares the loan held by us with a loan currently offered in the market. The loan price is adjusted in the model by considering the loan factors which would impact the value of a loan. These loan factors include loan coupon as compared to coupon currently available in the market, FICO, loan-to-value ratios, delinquency history, owner occupancy, and property type, among other factors. A baseline is developed for each significant loan factor and adjusts the price up or down depending on how that factor for each specific loan compares to the baseline rate. Generally, the most significant impact on loan value is the loan interest rate as compared to interest rates currently available in the market and delinquency history. The determination of the baseline, the market expectation, requires significant judgment. To corroborate that the estimates of fair values generated by these internal models are reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third party pricing service.

To the extent the inputs used to estimate fair value are observable, the values would be categorized in Level 2 of the fair value hierarchy; otherwise they would be categorized as Level 3. Our fair value estimation process utilizes inputs other than quoted prices that are observed in the market. Our estimates are deemed to be significant to the fair value measurement process, which renders the resulting Non-Agency fair value estimates Level 3 inputs in the fair value hierarchy. Level 3 assets represent

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approximately 97% and 95% of total assets measured at fair value on a recurring basis as of December 31, 2023 and 2022, respectively. Level 3 liabilities represent approximately 96% and 95% of total liabilities measured at fair value on a recurring basis as of December 31, 2023 and 2022, respectively.

Our accounting policies for the determination of fair value of our investments are described in further detail in Note 2 and Note 5 of the consolidated financial statements.

Variable Interest Entities

VIEs are defined as entities in which equity investors (i) do not have the characteristics of a controlling financial interest, and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is known as its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly impact the VIE’s economic performance, and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. For VIEs’ that do not have substantial on-going activities, the power to direct the activities that most significantly impact the VIEs’ economic performance may be determined by an entity’s involvement with the design of the VIE.

Our Consolidated Statements of Financial Condition contain the assets and liabilities related to 40 consolidated variable interest entities or VIEs. Due to the non-recourse nature of these VIEs our net exposure to loss from investments in these entities is limited to our retained beneficial interests.

At December 31, 2023, we consolidated 38 residential mortgage loan securitizations and 2 RMBS re-securitization transactions which are VIEs. The residential mortgage loan securitizations contain jumbo prime and Non-QM residential mortgage loans. The RMBS re-securitization transactions contain Non-Agency RMBS comprised of primarily first lien mortgages of 2005-2007 vintages.

Our determination to consolidate these 40 VIEs was significantly influenced by management’s judgment related to the activities that most significantly impact the economic performance of these entities and the identification of the party with the power over such activities. For the residential mortgage loan securitizations, we determined that our ability to remove the servicer without cause resulted in us having the power that most significantly impacts the economic performance of the VIE. For the three consolidated RMBS re-securitization transactions, we determined that no party has power over any ongoing activities of the entities and therefore the determination of the primary beneficiary should be based on involvement with the initial design of the entity. Since we transferred the RMBS to the securitization entities, we determined we had the power over the design of the entity, which resulted in us being considered the primary beneficiary. This determination was influenced by the amount of economic exposure to the financial performance of the entity and required a significant management judgment in determining that we should consolidate these three entities.

Due to the consolidation of these VIEs, our actual ownership interests in the securitization and re-securitizations have been eliminated in consolidation and the Consolidated Statements of Financial Condition reflect both the assets held and non-recourse debt issued to third parties by these VIEs. In addition, our operating results and cash flows include the gross amounts related to the assets and liabilities of the VIEs as opposed to the actual economic interests we own in these VIEs. Our interest in these VIEs is restricted to the beneficial interests we retained in these transactions. We are not obligated to provide any financial support to these VIEs.

Our Consolidated Statements of Financial Condition separately present: (i) our direct assets and liabilities, and (ii) the assets and liabilities of our consolidated securitization vehicles net of intercompany eliminations representing securities from the securitization trusts retained by us. Assets of all consolidated VIEs can only be used to satisfy the obligations of those VIEs, and the liabilities of consolidated VIEs are non-recourse to us.

We have aggregated all the assets and liabilities of the consolidated securitization vehicles due to our determination that these entities are substantively similar and therefore a further disaggregated presentation would not be more meaningful. The notes to our consolidated financial statements describe our direct assets and liabilities and the assets and liabilities of our consolidated securitization vehicles. See Note 9 to our consolidated financial statements for additional information related to our investments in VIEs.

Recent Accounting Pronouncements

Refer to Note 2 in the Notes to Consolidated Financial Statements for a discussion of accounting guidance we have recently adopted or expect to be adopted in the future.

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FY 2022 10-K MD&A

SEC filing source: 0001628280-23-003963.

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: 2023-02-17. Report date: 2022-12-31.

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

The following discussion of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes to those statements included in Item 15 of this 2022 Form 10-K. The discussion may contain certain forward-looking statements that involve risks and uncertainties. Forward-looking statements are those that are not historical in nature. As a result of many factors, such as those set forth under “Risk Factors” in this 2022 Form 10-K, our actual results may differ materially from those anticipated in such forward-looking statements.

This section of the 2022 Form 10-K generally discusses 2022 and 2021 items and year-to-year comparisons between 2022 and 2021. Discussions of 2020 items and year-to-year comparisons between 2021 and 2020 that are not included in this 2022 Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

Executive Summary

We are a publicly traded REIT that is primarily engaged in the business of investing directly or having a beneficial interest in a diversified portfolio of mortgage assets, including residential mortgage loans, Non-Agency RMBS, Agency RMBS, Agency CMBS, business purpose and investor loans, and other real estate-related assets. The MBS and other real estate-related securities we purchase may include investment-grade, non-investment grade, and non-rated classes. We use leverage to increase potential returns from our investments. Our principal business objective is to provide attractive risk-adjusted returns through the generation of distributable income and through asset performance linked to mortgage credit fundamentals. We selectively invest in residential mortgage assets with a focus on credit analysis, projected prepayment rates, interest rate sensitivity and expected return.

During 2022, we focused our investment activities primarily on acquiring residential mortgage loans. In addition, we acquire and own Non-Agency RMBS and Agency mortgage-backed securities, or MBS. At December 31, 2022, based on the fair value of our interest earning assets, approximately 88% of our investment portfolio was residential mortgage loans, 9% of our investment portfolio was Non-Agency RMBS, and 3% of our investment portfolio was Agency MBS. At December 31, 2021, based on the fair value of our interest earning assets, approximately 82% of our investment portfolio was residential mortgage loans, 12% of our investment portfolio was Non-Agency RMBS, and 6% of our investment portfolio was Agency MBS.

We use leverage to seek to increase our potential returns and to finance the acquisition of our assets. We expect to finance our investments using a variety of financing sources, including securitizations, warehouse facilities and repurchase agreements. We may seek to manage our debt and interest rate risk by utilizing interest rate hedges, such as interest rate swaps, caps, options and futures to reduce the effect of interest rate fluctuations related to our financing sources.

Our investment strategy is intended to take advantage of opportunities in the current interest rate and credit environment. We adjust our strategy in response to changing market conditions by shifting our asset allocations across various asset classes as interest rate and credit cycles change over time. We believe that our strategy will provide us an opportunity to pay dividends throughout changing market cycles. We expect to take a long-term view of assets and liabilities.

Business Update

During 2022, inflation increased to a multi-year high peaking at 9.1%. As a result, beginning in March of 2022, the Federal Reserve increased its benchmark rate from near zero to approximately 4.25% - 4.50% by year-end 2022, including four consecutive 75 basis points increases during the year. The velocity and magnitude of rate increases were greater than both the Federal Reserve and market participants expected. The rapid rise in rates resulted in the equity and bond markets having their worst year since 1980.

Nearly every segment of the fixed income markets experienced declines, especially bonds with long durations. Mortgages rates surged from approximately 3% in 2021 to over 6% by the end of 2022, and at times during 2022 the mortgage rate for conforming mortgage borrowers reached 7%. The combination of increased inflation, higher mortgage rates, and rapid home price appreciation that occurred since 2020, has created a significant decrease in housing affordability as housing costs, on average have increased. Towards the end of 2022, some economic data began pointing to inflation showing signs of moderation.

Higher rates in 2022 significantly impacted our business activity and economic performance. During 2022 investment activity slowed as we acquired $1.7 billion in loans, compared with $3.2 billion in loans during 2021. Our purchases during 2022 comprised of $774 million of re-performing loans, $463 million of prime jumbo loans, $242 million of investor loans and $187 million of business purpose loans. In 2023, in addition to our securitization and business purpose loan activities, we expect to

increase our Agency and Non-Agency RMBS and CMBS portfolios. Subsequent to December 31, 2022, we have committed to

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purchase approximately $900 million of residential mortgage loans, which is expected to be accretive to future earnings.

However, we remained active in the securitization market selling $1.6 billion of re-performing loans into five securitizations in challenging market conditions. Through these transactions, we issued $1.2 billion of new securitized debt with an average advance rate of 74%, locking in long term financing while giving the company the option to call the debt should rates become more favorable in the future. These securitizations helped minimize our loan warehousing risk as our loan balances in our RPL portfolio warehouse agreements were at their lowest balance in over two years.

Increased interest rates also reduced our net interest margin and put further pressure on our financing activity as many of our non-mark-to-market facilities came up for renewal during the year. We took several steps to address the challenges in financing markets. We replaced a $206 million mark-to-market secured financing facility with two new structured facilities with a limited mark-to-market feature and a higher loan amount. We extended another $489 million maturing non-mark-to-market facility by an additional 29 months with a new maturity of February 2025. Lastly, we entered into a $250 million two-year non-mark-to-market facility with a new counterparty in the fourth quarter. This facility has a 7% coupon and an 8% deferred financing cost which is due upon settlement of the agreement. This facility reduced Earnings available for distribution by approximately $0.04 per quarter in the fourth quarter. We expect that this facility will negatively impact Earnings available for distribution in the near and mid-term. We believe this action and the other actions we have taken significantly increased the liquidity position over the previous quarter-end, with cash balance ending the year at $265 million as well as reducing our mark-to-market exposure.

Subsequent to December 31, 2022, we terminated CIM Trust 2020-R4, CIM Trust 2020-NR1, CIM Trust 2018-R5, and CIM Trust 2018-R6 and issued CIM Trust 2023-R1 and CIM Trust 2023-NR1 reducing our recourse borrowing amount by approximately $139 million and releasing approximately $90 million in equity. This termination and issuance will result in a higher interest expense over the term of the new financing. While we expect to invest the released equity into higher yielding investments, any benefit from these new investments will not be recognized in our financial results until we have fully invested the funds. As of January 31, 2023, we had approximately $365 million in cash.

We continue to seek to optimize our liabilities through securitization enabling us to have long-term non-mark-to-market financing on a portion of our residential mortgage loans. The interest expense on our recourse secured financing agreements increased throughout the year due to higher interest rates. Given the market outlook of higher interest rates, and the consequential potential for increasing interest expense during the year, we hedged our interest rate risk with pay fixed interest rate swaps and a pay fixed interest rate swaption. We ended the year with $2.5 billion in hedges comprising of (a) $1 billion pay fixed swaption, (b) $500 million pay fixed three-year swap and (c) $985 million in pay fixed five-year swap to hedge our interest rate exposure.

The fourth quarter of 2022 continued to show market concerns with the path of interest rate increases undertaken by the Federal Reserve. The Federal Reserve raised the Federal Funds target rate by 75 basis points to 4.0% in November; its fourth consecutive 75 basis points increase, followed by a further 50 basis points increase in December. Several Consumer Price Index, or CPI, data points came out indicating a moderation in the pace of inflation, providing some temporary relief to the rate selloff while providing price support to the longer end of the U.S. Treasury yield curve. Mortgages rates edged lower during the quarter, ending the year around 6.35%. However, the decrease in home affordability continues to show its impact on the overall housing market slowdown.

During the fourth quarter of 2022, we settled a $463 million prime jumbo loans purchase. Simultaneous with the purchase of the prime jumbo mortgage loans, to finance them, we entered enter a $383 million, five-year fixed rate senior financing facility that includes embedded pay-fixed interest rate swaps, which results in the facility to be effectively non-mark-to-market during the term. In October 2022, we sponsored CIM 2022-NR1, an unrated securitization of Seasoned Re-Performing residential mortgage loans with a principal balance of $145 million. Securities issued by CIM 2022-NR1, with an aggregate balance of approximately $105 million, were sold in a private placement to institutional investors. These senior securities represented approximately 72% of the capital structure. We retained subordinate interests in securities with an aggregate balance of approximately $40 million and certain interest-only securities We also retained an option to call the securitized mortgage loans at any time beginning in September 2025. Our average cost of debt of this securitization is 10%.

Market Conditions and our Strategy

As discussed above, during 2022, spreads on all fixed income sectors significantly widened due to the rapid increase in market volatility, credit risk and rising Federal Funds Rate. High yield credit spreads widened from approximately 295 basis points to over 475 basis points during the quarter ended December 31, 2022. The spreads on securitized products also widened significantly from historical tight levels and, in some cases doubling or tripling. In mortgage sectors, Non-Qualified Mortgages, or Non-QM, and investor loans ended the year at nearly triple the spread from the beginning of the year. Asset backed securities, or ABS, issuance continued to be strong, but deal issuance projections fell short of initial expectations. Agency mortgage spreads widened substantially as prepayment rates fell dramatically from the 2021 refinancing wave. The outlook

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going forward hints at continued challenges, but with some more certainty that inflation has peaked and will likely be more moderate going forward.

During the fourth quarter 2022, spreads on all fixed income sectors continued to fluctuate, ending the quarter mixed. High yield credit spreads tightened by approximately 125 basis points during the quarter. Equity markets recovered some of their losses over the quarter. The spreads on securitized product spreads also tightened, albeit at a moderate rate, with some bright spots. In mortgage sectors, Non-QM and investor loans ended the fourth quarter of 2022 at almost the same levels as the beginning of the quarter. Reperforming Loans, or RPL, and Non-performing Loans, or NPL, transactions were in short supply, with low supply indicating a better whole loan bid rather than securitization. The outlook going forward hints at continued challenges, but with some glimmer that a major recession may be avoided and the Federal Reserve may have a path to eventually easing interest rates.

As a result of higher rates and wider spreads in 2022, we experienced declines in prices on our Agency and residential credit portfolios. This was the primary reason for a decline of $4.35 per common share in our book value per common share to $7.49, as of December 31, 2022 as compared to $11.84 as of December 31, 2021. However, as the market began to show some moderation in inflation during the fourth quarter and, the credit spreads tightened in fourth quarter as mentioned earlier, resulted in a modest gain of book value from $7.44 at September 30, 2022 to $7.49 at December 31, 2022.

Operating expense for the year was higher by 2%, driven mainly by higher compensation of 5.5% during the year due to severance payments related to our separation agreement with our former CEO in December 31, 2022. As noted above, we have purchased additional hedges to protect against rising interest rates.

In addition, the significant movement in our share price relative to our book value, provided us with an opportunity to repurchase our common stock that we believed would be beneficial to our shareholders over the long term. As a result, during the year ended December 31, 2022 we repurchased 5.31 million of our common stock at a weighted average price of $9.10 per share. Total share repurchases amounted to $49 million during 2022.

The significant increase in interest expense during the quarter driven by increase in Federal Funds Rate led to a decline in our Earnings available for distribution. As a result, our Board of Directors declared a $1.12 dividend per common share during the year ended December 31, 2022 down from $1.42 dividend per common share during the year ended December 31, 2021. Dividends declared for the fourth quarter of 2022 remained unchanged at $0.23 per common share. On February 2, 2023,

our Board of Directors announced the declaration of our first quarter 2023 cash dividend of $0.23 per common share. The

dividend is payable April 27, 2023 to shareholders of record on March 31, 2023. The ex-dividend date is March 30, 2023.

While the current market conditions present challenges, we expect to maintain our strategy of acquiring new assets for the portfolio, adding new diversified asset classes to our portfolio. Specifically, we expect to continue acquiring and securitizing mortgage loans as well as calling our existing securitizations depending on market conditions. In addition to our securitization and business purpose loan activities, we expect to increase our Agency and non-Agency RMBS and CMBS portfolios. We also have financed and may continue to finance a portion of our loan portfolio with long-term secured financing facilities rather than securitization depending on market conditions.

Business Operations

Net Income (Loss) Summary

The table below presents our net income (loss) on a GAAP basis for the years ended December 31, 2022, 2021 and 2020.

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Net Income (Loss)
(dollars in thousands, except share and per share data)
(unaudited)
For the Year Ended
December 31, 2022December 31, 2021December 31, 2020
Net interest income:
Interest income (1)$773,121$937,546$1,030,250
Interest expense (2)333,293326,628516,181
Net interest income439,828610,918514,069
Increase (decrease) in provision for credit losses7,03733180
Other investment gains (losses):
Net unrealized gains (losses) on derivatives(1,482)201,000
Realized gains (losses) on terminations of interest rate swaps(561)(463,966)
Periodic interest cost of swaps, net(1,752)(41,086)
Net gains (losses) on derivatives(3,795)(304,052)
Net unrealized gains (losses) on financial instruments at fair value(736,899)437,357(110,664)
Net realized gains (losses) on sales of investments(76,473)45,313166,946
Gains (losses) on extinguishment of debt(2,897)(283,556)(54,418)
Other investment gains (losses)(1,866)
Total other gains (losses)(821,930)199,114(302,188)
Other expenses:
Compensation and benefits49,37846,82344,811
General and administrative expenses22,65122,24622,914
Servicing and asset manager fees36,00536,55539,896
Transaction expenses16,14629,85615,068
Total other expenses124,180135,480122,689
Income (loss) before income taxes(513,319)674,51989,012
Income taxes(253)4,405158
Net income (loss)$(513,066)$670,114$88,854
Dividends on preferred stock73,76573,76473,750
Net income (loss) available to common shareholders$(586,831)$596,350$15,104
Net income (loss) per share available to common shareholders:
Basic$(2.51)$2.55$0.07
Diluted$(2.51)$2.44$0.07
Weighted average number of common shares outstanding:
Basic233,938,745233,770,474212,995,533
Diluted233,938,745245,496,926226,438,341
Dividends declared per share of common stock$1.12$1.29$1.40

(1) Includes interest income of consolidated VIEs of $551,253, $586,580, and $683,456 for the years ended December 31, 2022, 2021, and 2020, respectively. See Note 9 to consolidated financial statements for further discussion.

(2) Includes interest expense of consolidated VIEs of $197,823, $203,135, and $285,142 for the for the years ended December 31, 2022, 2021, and 2020, respectively. See Note 9 to consolidated financial statements for further discussion.

See accompanying notes to consolidated financial statements.

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Results of Operations for the Years Ended December 31, 2022 and 2021.

Our primary source of income is interest income earned on our assets, net of interest expense paid on our financing liabilities. For the year ended December 31, 2022, our net loss available to common shareholders was $587 million, or $2.51 per average basic common share, compared to a net income of $596 million, or $2.55 per average basic common share for the year ended December 31, 2021. The net loss available for the year ended December 31, 2022 was primarily driven by mark-to-market losses on our portfolio's asset prices due to continued increases in interest rates and credit spread widening. During the year ended December 31, 2022, we had net unrealized losses on financial instruments at fair value of $737 million, other expenses of $124 million and net realized losses on sale of investment of $76 million, partially offset by net interest income of $440 million. During the year ended December 31, 2021, we had net interest income of $611 million and unrealized gains on financial instruments at fair value of $437 million, partially offset by losses on extinguishment of debt of $284 million and other expenses of $135 million.

The increase in net loss available to common shareholders for the year ended December 31, 2022, as compared to the year ended December 31, 2021 was primarily driven by an increase in unrealized losses on financial instruments at fair value of $1.2 billion, a decrease in net interest income of $171 million and an increase in realized losses on sale of investments of $122 million, which was partially offset by a decrease in losses on extinguishment of debt of $281 million related to acquisitions of securitized debt collateralized by Loans held for investment and a decrease in total other expense of $11 million.

Interest Income

Interest income decreased by $165 million, or 18%, to $773 million for the year ended December 31, 2022 as compared to $938 million for the year ended December 31, 2021. This decrease in our interest income during the year ended December 31, 2022 was primarily driven by a decline in our average interest earning assets, lower prepayment penalties on our Agency CMBS investments and lower yields on our Non-Agency RMBS and Loans held for investments as compared to the year ended December 31, 2021. We reduced our average interest earning asset balances by $783 million to $13.6 billion as compared to $14.4 billion from the same period of 2021 to due to prepayments in excess of purchases as well as targeted sales of specific assets which were not accretive to our net interest spread. Our Non-Agency RMBS and Loans held for investment portfolio interest income decreased by $80 million and $17 million due to lower asset balances and lower yields during the year ended December 31, 2022 as compared to the same period of 2021. Our Agency CMBS interest income decreased by $70 million, primarily due to lower prepayment penalties earned during the year ended December 31, 2022 as compared to the same period of 2021.

Interest Expense

Interest expense increased by $6 million, or 2%, to $333 million for the year ended December 31, 2022 as compared to $327 million for the year ended December 31, 2021. This increase in our interest expense during the year ended December 31, 2022 was primarily driven by the increases higher borrowing rates on our secured financing agreements, due to increases in the Federal Funds Rate. The increasing borrowing rates were offset in part to lower average financing balances due as we reduced our secured financing agreements by using the securitization market, taking advantage of fixed rates, as well as lower invested asset balances due to a more challenging investment market in 2022.

During the year ended December 31, 2022 our average interest bearing liability balances reduced by $971 million to $11.3 billion as compared to $12.2 billion, from the year ended December 31, 2021, primarily due to principal repayments. During the year ended December 31, 2022, our interest expense on secured financing agreements collateralized by Loans held for investments and Agency CMBS increased by $15 million and $5 million, respectively, due to the higher Federal Funds Rate. This increase in interest expense was offset in part by a decrease in interest expense on securitized debt by $9 million as the average balance on this same debt declined by $242 million as compared to the average balance for the year ended December 31, 2021.

Economic Net Interest Income

Our Economic net interest income is a non-GAAP financial measure that equals GAAP net interest income adjusted for interest expense on long term debt, net periodic interest cost of interest rate swaps and excludes interest earned on cash. For the purpose of computing economic net interest income and ratios relating to cost of funds measures throughout this section, interest expense includes net payments on our interest rate swaps, which is presented as a part of Net gains (losses) on derivatives in our Consolidated Statements of Operations. Interest rate swaps are used to manage the increase in interest paid on secured financing agreements in a rising rate environment. Presenting the net contractual interest payments on interest rate swaps with the interest paid on interest-bearing liabilities reflects our total contractual interest payments. We believe this presentation is useful to

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investors because it depicts the economic value of our investment strategy by showing all components of interest expense and net interest income of our investment portfolio. However, Economic net interest income should not be viewed in isolation and is not a substitute for net interest income computed in accordance with GAAP. Where indicated, interest expense, adjusting for interest payments on long term debt and any interest earned on cash, is referred to as Economic interest expense. Where indicated, net interest income reflecting interest payments on long term debt, net periodic interest cost of interest rate swaps and any interest earned on cash, is referred to as Economic net interest income.

The following table reconciles the Economic net interest income to GAAP net interest income and Economic interest expense to GAAP interest expense for the periods presented.

GAAP Interest IncomeGAAP Interest ExpensePeriodic Interest Cost of Interest Rate SwapsInterest Expense on Long Term DebtEconomic Interest ExpenseGAAP Net Interest IncomeNet Realized Gains (Losses) on Interest Rate SwapsOther (1)Economic Net Interest Income
For the Year Ended December 31, 2022$773,121$333,293$1,752$$335,045$439,828$(1,752)$(2,505)$435,571
For the Year Ended December 31, 2021$937,546$326,628$$(2,274)$324,354$610,918$$2,208$613,126
For the Year Ended December 31, 2020$1,030,250$516,181$6,385$(7,082)$515,484$514,069$(6,385)$5,755$513,439
For the Quarter Ended December 31, 2022$187,286$106,891$1,629$$108,520$80,395$(1,629)$(1,867)$76,899
For the Quarter Ended September 30, 2022$188,303$83,464$122$$83,586$104,839$(122)$(540)$104,177
For the Quarter Ended June 30, 2022$195,357$78,467$$$78,467$116,890$$(81)$116,809
For the Quarter Ended March 31, 2022$202,175$64,473$$$64,473$137,702$$(18)$137,684

(1) Primarily interest expense on Long term debt, periodic net interest cost on swaps and interest income on cash and cash equivalents.

Net Interest Rate Spread

The following table shows our average earning assets held, interest earned on assets, yield on average interest earning assets, average debt balance, economic interest expense, economic average cost of funds, economic net interest income and net interest rate spread for the periods presented.

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For the Quarter Ended
December 31, 2022September 30, 2022December 31, 2021
(dollars in thousands)(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1):
Agency RMBS$31,542$3464.4%$110,260$2741.0%$104,684$710.3%
Agency CMBS441,4214,2913.9%445,1914,7844.3%851,88627,71113.0%
Non-Agency RMBS1,013,69329,30411.6%1,061,41233,56512.6%1,406,87651,64414.7%
Loans held for investment12,075,239151,4785.0%12,022,445149,1405.0%11,498,173141,7244.9%
Total$13,561,895$185,4195.5%$13,639,308$187,7635.5%$13,861,619$221,1506.4%
Liabilities and stockholders' equity:
Interest-bearing liabilities (2):
Secured financing agreements collateralized by:
Agency RMBS$4,547$464.0%$6,560$452.7%$23,824$400.7%
Agency CMBS358,9143,4643.9%350,8832,0092.3%731,5773460.2%
Non-Agency RMBS788,79513,2756.7%853,7687,3683.5%839,8985,8372.8%
Loans held for investment1,971,14433,7766.9%1,845,07521,1814.6%1,872,91513,2812.8%
Securitized debt8,056,91357,9592.9%8,176,76652,9832.6%8,009,11747,0942.4%
Total$11,180,313$108,5203.9%$11,233,052$83,5863.0%$11,477,331$66,5982.3%
Economic net interest income/net interest rate spread$76,8991.6%$104,1772.5%$154,5524.1%
Net interest-earning assets/net interest margin$2,381,5822.3%$2,406,2563.1%$2,384,2884.5%
Ratio of interest-earning assets to interest bearing liabilities1.211.211.21
(1) Interest-earning assets at amortized cost
(2) Interest includes periodic net interest cost on swaps

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For the Year Ended
December 31, 2022December 31, 2021
(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1):
Agency RMBS$93,287$1,1851.3%$110,173$9240.8%
Agency CMBS483,50037,8847.8%1,084,880108,23710.0%
Non-Agency RMBS1,130,059147,90713.1%1,483,482227,84715.4%
Loans held for investment11,940,993583,6404.9%11,752,615600,4725.1%
Total$13,647,839$770,6165.6%$14,431,150$937,4806.5%
Liabilities and stockholders' equity:
Interest-bearing liabilities (2):
Secured financing agreements collateralized by:
Agency RMBS$11,714$1581.3%$47,155$3710.8%
Agency CMBS376,5516,5121.7%963,8941,5690.2%
Non-Agency RMBS820,99732,3113.9%888,16032,7553.7%
Loans held for investment1,998,87485,8744.3%2,038,71970,4143.5%
Securitized debt8,064,675210,1902.6%8,306,335219,2452.6%
Total$11,272,811$335,0453.0%$12,244,263$324,3542.6%
Economic net interest income/net interest rate spread$435,5712.6%$613,1263.9%
Net interest-earning assets/net interest margin$2,375,0283.2%$2,186,8874.2%
Ratio of interest-earning assets to interest bearing liabilities1.211.18
(1) Interest-earning assets at amortized cost
(2) Interest includes periodic net interest cost on swaps

Economic Net Interest Income and the Average Earning Assets

Our Economic net interest income (which is a non-GAAP measure, see “Economic net interest income” discussion earlier for details) decreased by $177 million to $436 million for the year ended December 31, 2022 from $613 million for the year ended December 31, 2021. Our net interest rate spread, which equals the yield on our average interest-earning assets less the economic average cost of funds, decreased by 130 basis points for the year ended December 31, 2022, as compared to the same period of 2021. The net interest margin, which equals the Economic net interest income as a percentage of the net average balance of our interest-earning assets less our interest-bearing liabilities, decreased by 100 basis points for the year ended December 31, 2022, as compared to the same period of 2021. Our Average net interest-earning assets increased by $188 million to $2.4 billion for the year ended December 31, 2022, compared to $2.2 billion for the same period of 2021. The decrease in our net interest rate spread for the year ended December 31, 2022 as compared to the year ended December 31, 2021 is primarily due to decline in our asset yields, higher interest expense due to higher Federal Funds Rate and lower prepayment penalties received on our Agency CMBS portfolio.

Economic Interest Expense and the Cost of Funds

The borrowing rate at which we are able to finance our assets using secured financing agreements is typically correlated to Secured overnight funding rate, or SOFR, and the term of the financing. The borrowing rate on majority of our securitized debt is fixed and correlated to the term of the financing. The table below shows our average borrowed funds, Economic interest expense, average cost of funds (inclusive of periodic interest costs on swaps), average one-month SOFR, average three-month SOFR and average one-month SOFR relative to average three-month SOFR.

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Average Debt BalanceEconomic Interest ExpenseAverage Cost of FundsAverage One-Month SOFRAverage Three-Month SOFRAverage One-Month SOFR Relative to Average Three-Month SOFR
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2022$11,272,811$335,0452.97%1.85%2.18%(0.33)%
For The Year Ended December 31, 2021$12,244,263$324,3542.65%0.04%0.05%(0.01)%
For The Year Ended December 31, 2020$15,765,393$515,4843.27%0.34%0.33%0.01%
For the Quarter Ended December 31, 2022$11,180,313$108,5203.88%3.89%4.24%(0.35)%
For the Quarter Ended September 30, 2022$11,233,052$83,5862.98%2.45%2.84%(0.39)%
For the Quarter Ended June 30, 2022$11,704,063$78,4672.68%0.93%1.32%(0.39)%
For the Quarter Ended March 31, 2022$11,092,249$64,4732.32%0.16%0.34%(0.18)%

Average interest-bearing liabilities decreased by $971 million for the year ended December 31, 2022, as compared to the year ended December 31, 2021. Economic interest expense increased by $11 million for the year ended December 31, 2022, as compared to the year ended December 31, 2021 due to increase in our secured financing agreements borrowing rates driven by higher Federal Funds Rates. While we may use interest rate hedges to mitigate risks related to changes in interest rate, the hedges may not fully offset interest expense movements.

Provision for Credit Losses

For the year ended December 31, 2022 we recorded an increase in provision for credit losses of $7 million, as compared to an increase in provision of credit losses of $33 thousand for the year ended December 31, 2021. The increase in provision for credit losses for the year ended December 31, 2022 as compared to the year ended December 31, 2021, is primarily due to an increase in expected losses and delinquencies. In addition, certain Non-Agency RMBS positions, now have higher unrealized losses and resulted in the recognition of an allowance for credit losses which was previously limited by unrealized gains on these investments.

Net Gains (Losses) on Derivatives

We use derivatives to economically hedge the effects of changes in interest rates on our portfolio, specifically our secured financing agreements. Unrealized gains and losses include the change in market value, period over period, on our derivatives portfolio. Changes in market value are generally a result of changes in interest rates. We may or may not ultimately realize these unrealized derivative gains and losses depending on trade activity, changes in interest rates and the values of the underlying securities. The net gains and losses on our derivatives include both unrealized and realized gains and losses. Realized gains and losses include the net cash paid and received on our interest rate swaps during the period as well as sales, terminations and settlements of our swaps, swaptions and Treasury futures.

The table below shows a summary of our net gains (losses) on derivative instruments, for the years ended December 31, 2022, 2021 and 2020, respectively.

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For the Year Ended
December 31, 2022December 31, 2021December 31, 2020
(dollars in thousands)
Periodic interest income (expense) on interest rate swaps, net$(1,752)$$(6,386)
Realized gains (losses) on derivative instruments, net:
Swaps - Terminations(561)(463,966)
Treasury Futures(34,700)
Total realized gains (losses) on derivative instruments, net(561)(498,666)
Unrealized gains (losses) on derivative instruments, net:
Interest Rate Swaps(10,358)204,611
Treasury Futures(3,611)
Swaptions8,876
Total unrealized gains (losses) on derivative instruments, net:(1,482)201,000
Total gains (losses) on derivative instruments, net$(3,795)$$(304,052)

Unrealized gains and losses include the change in market value, period over period, on our derivatives portfolio. Changes in market value are generally a result of changes in interest rates. We may or may not ultimately realize these unrealized derivative gains and losses depending on trade activity, changes in interest rates and the values of the underlying securities. During the year ended December 31, 2022, we recognized total net losses on derivatives of $4 million. We did not have any derivative positions during the year ended December 31, 2021. We paid $561 thousand to terminate interest rate swaps with a notional value of $1.0 billion during the year ended December 31, 2022. The terminated swaps had original maturity of 2024. Changes in our derivative positions were primarily a result of changes in our secured financing composition and changes in interest rates.

Net Unrealized Gains (Losses) on Financial Instruments at Fair Value

During the year ended December 31, 2022, there was an increase in Federal Funds Rate, an increase in headline inflation, an inversion of yield curve, and widening of credit spreads. As a result, we experienced mark-to-market losses in our Agency MBS and Residential Credit portfolios compared to prior year. In addition, our securitized debt also experienced mark downs, resulting in mark-to-market gains that offset some of the mark-to-market losses on our asset portfolio.

We recorded Net unrealized losses on financial instruments at fair value of $737 million for the year ended December 31, 2022, as compared to Net unrealized gains on financial instruments at fair value of $437 million for the year ended December 31, 2021. During the year ended December 31, 2022, we had Net unrealized losses of $1.3 billion, $105 million, $32 million and $9 million on Loans held for investments, Non-Agency RMBS, Agency MBS, and Secured Financing Agreements at fair value respectively, which were offset by Net unrealized gains on securitized debt collateralized by loans held for investment of $684 million.

Gains and Losses on Sales of Assets

We do not forecast sales of investments as we generally expect to invest for long term gains. However, from time to time, we may sell assets to create liquidity necessary to pursue new opportunities, to achieve targeted leverage ratios as well as for gains when prices indicate a sale is most beneficial to us, or is the most prudent course of action to maintain a targeted risk adjusted yield for our investors.

During the year ended December 31, 2022 we sold some of our Agency IO and Non-Agency RMBS investments as a part of our portfolio optimization efforts and realized a loss of $76 million. We recorded a realized gain of $45 million for the year ended December 31, 2021 as we sold some of our Agency CMBS and Non-Agency RMBS investments to strengthen our liquidity during that period.

Extinguishment of Securitized Debt

When we acquire our outstanding securitized debt, we extinguish the outstanding debt and recognize a gain or loss based on the difference between the carrying value of the debt and the cost to acquire the debt which is reflected in the Consolidated Statements of Operations as a gain or loss on extinguishment of debt.

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We did not acquire any securitized debt collateralized by Non-Agency RMBS during the year ended December 31, 2022. During the year ended December 31, 2021, we acquired securitized debt collateralized by Non-Agency RMBS with an amortized cost balance of $370 thousand for $478 thousand. This transaction resulted in net loss on extinguishment of debt of $108 thousand.

We did not acquire any securitized debt collateralized by loans held for investment during the year ended December 31, 2022. During the year ended December 31, 2021, we acquired securitized debt collateralized by Loans held for investment with an amortized cost balance of $3.9 billion for $4.2 billion. This transaction resulted in net loss on extinguishment of debt of $260 million.

Compensation, General and Administrative Expenses and Transaction Expenses

The table below shows our total compensation and benefit expense, general and administrative, or G&A expenses, and transaction expenses as compared to average total assets and average equity for the periods presented.

Total Compensation, G&A and Transaction ExpensesTotal Compensation, G&A and Transaction Expenses/Average AssetsTotal Compensation, G&A and Transaction Expenses/Average Equity
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2022$88,1750.61%2.87%
For The Year Ended December 31, 2021$98,9250.61%2.67%
For The Year Ended December 31, 2020$82,7930.41%2.29%
For the Quarter Ended December 31, 2022$28,5990.85%4.30%
For the Quarter Ended September 30, 2022$17,1770.50%2.44%
For the Quarter Ended June 30, 2022$21,5300.59%2.73%
For the Quarter Ended March 31, 2022$20,8680.54%2.36%

The Compensation and benefit costs were approximately $49 million and $47 million for the years ended December 31, 2022 and December 31, 2021, respectively. The increase in Compensation and benefit costs for the year ended December 31, 2022 was driven by higher severance expense related to our December 2022 separation agreement with our former CEO as compared to the year ended December 31, 2021.

The G&A expenses were approximately $23 million and $22 million for the years ended December 31, 2022 and December 31, 2021, respectively and remained relatively unchanged. The G&A expenses are primarily comprised of legal, market data and research, auditing, consulting, information technology, and independent investment consulting expenses.

The transactions expenses were approximately $16 million and $30 million for the years ended December 31, 2022 and December 31, 2021, respectively. The decrease in transaction expenses for the year ended December 31, 2022 compared to the year ended December 31, 2021, are driven by lower call and securitization activity.

Servicing and Asset Manager Fees

The servicing fees and asset manager expenses were $36 million and $37 million for the years ended December 31, 2022 and December 31, 2021, respectively. These servicing fees are primarily related to the servicing costs of the whole loans held in consolidated securitization vehicles and are paid from interest income earned by the VIEs. The servicing fees generally range from 2 to 50 basis points of unpaid principal balances of our consolidated VIEs.

Earnings available for distribution

Earnings available for distribution is a non-GAAP measure and is defined as GAAP net income excluding unrealized gains or losses on financial instruments carried at fair value with changes in fair value recorded in earnings, realized gains or losses on the sales of investments, gains or losses on the extinguishment of debt, interest expense on long term debt, changes in the provision for credit losses, other gains or losses on equity investments, and transaction expenses incurred. In addition, stock compensation expense charges incurred on awards to retirement eligible employees is reflected as an expense over a vesting period (36 months) rather than reported as an immediate expense.

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Earnings available for distribution is the Economic net interest income, as defined previously, reduced by compensation and benefits expenses (adjusted for awards to retirement eligible employees), general and administrative expenses, servicing and asset manager fees, income tax benefits or expenses incurred during the period, as well as the preferred dividend charges.

We view Earnings available for distribution as one measure of our investment portfolio's ability to generate income for distribution to common stockholders. Earnings available for distribution is one of the metrics, but not the exclusive metric, that our Board of Directors uses to determine the amount, if any, of dividends on our common stock. Other metrics that our Board of Directors may consider when determining the amount, if any, of dividends on our common stock include (among others) REIT taxable income, dividend yield, book value, cash generated from the portfolio, reinvestment opportunities and other cash needs. In addition, Earnings available for distribution is different than REIT taxable income and the determination of whether we have met the requirement to distribute at least 90% of our annual REIT taxable income (subject to certain adjustments) to our stockholders in order to maintain qualification as a REIT is not based on Earnings available for distribution. Therefore, Earnings available for distribution should not be considered as an indication of our REIT taxable income, a guaranty of our ability to pay dividends, or as a proxy for the amount of dividends we may pay. We believe Earnings available for distribution as described above helps us and investors evaluate our financial performance period over period without the impact of certain transactions. Therefore, Earnings available for distribution should not be viewed in isolation and is not a substitute for net income or net income per basic share computed in accordance with GAAP. In addition, our methodology for calculating Earnings available for distribution may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and accordingly, our Earnings available for distribution may not be comparable to the Earnings available for distribution reported by other REITs.

The following table provides GAAP measures of net income and net income per diluted share available to common stockholders for the periods presented and details with respect to reconciling the line items to Earnings available for distribution and related per average diluted common share amounts. Earnings available for distribution is presented on an adjusted dilutive shares basis. Certain prior period amounts have been reclassified to conform to the current period's presentation.

For the Years Ended
December 31, 2022December 31, 2021December 31, 2020
(dollars in thousands, except per share data)
GAAP Net income (loss) available to common stockholders$(586,831)$596,350$15,104
Adjustments:
Net unrealized (gains) losses on financial instruments at fair value736,899(437,357)110,664
Net realized (gains) losses on sales of investments76,473(45,313)(166,946)
(Gains) losses on extinguishment of debt2,897283,55654,418
Interest expense on long term debt2,2747,083
Increase (decrease) in provision for credit losses7,03733180
Net unrealized (gains) losses on derivatives1,482(201,000)
Realized (gains) losses on terminations of interest rate swaps561463,966
Net realized (gains) losses on Treasury futures (1)34,700
Transaction expenses16,14629,85615,068
Stock Compensation expense for retirement eligible awards(205)(432)414
Other investment (gains) losses1,866
Earnings available for distribution$256,325$428,967$333,651
GAAP net income (loss) per diluted common share$(2.51)$2.44$0.07
Earnings available for distribution per adjusted diluted common share$1.08$1.78$1.46

(1) Included in net realized gains (losses) on derivatives in the Consolidated Statement of Operations

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted average adjusted diluted shares used for Earnings available for distribution for the years ended December 31, 2022, 2021 and 2020.

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For the Year Ended
December 31, 2022December 31, 2021December 31, 2020
Weighted average diluted shares - GAAP233,938,745245,496,926226,438,341
Potentially dilutive shares (1)2,617,41714,259,495
Non-participating Warrants(5,070,543)(11,415,711)
Adjusted weighted average diluted shares - Earnings available for distribution236,556,162240,426,383229,282,125

(1) Potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares because their effect would have been anti-dilutive given the GAAP net loss available to common shareholders for the years ended December 31, 2022,

For the Quarters Ended
December 31, 2022September 30, 2022June 30, 2022March 31, 2022December 31, 2021
(dollars in thousands, except per share data)
GAAP Net income (loss) available to common stockholders$78,716$(204,583)$(179,765)$(281,202)$(718)
Adjustments:
Net unrealized (gains) losses on financial instruments at fair value(112,026)239,513239,246370,167108,286
Net realized (gains) losses on sales of investments39,44337,031
(Gains) losses on extinguishment of debt2,897(980)
Increase (decrease) in provision for credit losses3,834(1,534)4,49724092
Net unrealized (gains) losses on derivatives10,171(10,307)1,618
Realized (gains) losses on terminations of interest rate swaps561
Transaction expenses3,2742,3416,7273,8044,241
Stock Compensation expense for retirement eligible awards(309)(310)(309)723(363)
Other investment (gains) losses2,383462(980)
Earnings available for distribution$26,047$62,613$73,931$93,732$110,558
GAAP net income (loss) per diluted common share$0.34$(0.88)$(0.76)$(1.19)$
Earnings available for distribution per adjusted diluted common share$0.11$0.27$0.31$0.39$0.46

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted-average adjusted diluted shares used for Earnings available for distribution for the periods reported below.

For the Quarters Ended
December 31, 2022September 30, 2022June 30, 2022March 31, 2022December 31, 2021
Weighted average diluted shares - GAAP234,240,836231,750,422235,310,440237,012,702236,896,512
Potentially dilutive shares (1)2,425,5792,277,3662,421,5462,672,393
Non-participating Warrants
Adjusted weighted average diluted shares - Earnings available for distribution234,240,836234,176,001237,587,806239,434,248239,568,905

(1) Potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares because their effect would have been anti-dilutive given the GAAP net loss available to common shareholders for the quarters ended September 30, 2022, June 30, 2022, March 31, 2022, and December 31, 2021.

Our Earnings available for distribution for the year ended December 31, 2022 were $256 million, or $1.08 per average diluted common share, and decreased by $173 million, or $0.70 per average diluted common share, as compared to $429 million, or $1.78 per average diluted common share, for the year ended December 31, 2021. The decrease in Earnings available for distribution was driven by an increase in interest expense driven by the higher Federal Funds rate, lower prepayment penalties or early paydowns received and severance payments during the year ended December 31, 2022 as compared to the year ended December 31, 2021.

Net Income (Loss) and Return on Total Stockholders' Equity

The table below shows our Net Income and Economic net interest income as a percentage of average stockholders' equity and Earnings available for distribution as a percentage of average common stockholders' equity. Return on average equity is defined as our GAAP net income (loss) as a percentage of average equity.  Average equity is defined as the average of our beginning

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and ending stockholders' equity balance for the period reported. Economic net interest income and Earnings available for distribution are non-GAAP measures as defined in previous sections.

Return on Average EquityEconomic Net Interest Income/Average Equity *Earnings available for distribution/Average Common Equity
(Ratios have been annualized)
For the Year Ended December 31, 2022(16.69)%14.17%11.96%
For the Year Ended December 31, 202118.05%16.52%15.42%
For the Year Ended December 31, 20202.46%14.21%12.43%
For the Quarter Ended December 31, 202214.61%11.56%6.02%
For the Quarter Ended September 30, 2022(26.47)%14.81%13.30%
For the Quarter Ended June 30, 2022(20.45)%14.81%13.29%
For the Quarter Ended March 31, 2022(29.72)%15.57%14.38%

* Excludes long term debt expense.

Return on average equity decreased by 3,474 basis points for the year ended December 31, 2022, as compared to the year ended December 31, 2021. This decrease is driven primarily by lower unrealized asset pricing losses on our financial instruments and increase in interest expense driven by higher Federal Funds Rates. Economic net interest income as a percentage of average equity decreased by 235 basis points for the year ended December 31, 2022 as compared to the year ended December 31, 2021. Earnings available for distribution as a percentage of average common equity decrease by 346 basis points for the year ended December 31, 2022 as compared to the year ended December 31, 2021. This decrease in Earnings available for distribution as a percentage of average common equity for the year ended December 31, 2022 as compared to the same period of 2021, was primarily driven by an increase in interest expense driven by the impact of the higher Federal Funds Rate on our secured financing agreements, lower prepayment penalties received, and severance payments.

Financial Condition

Portfolio Review

During the year ended December 31, 2022, we focused our efforts on taking advantage of the opportunity to acquire higher yielding assets while maintaining low leverage and ample liquidity. During the year ended December 31, 2022, on an aggregate basis, we purchased $2.1 billion of investments, sold $66 million of investments, and received $2.6 billion in principal payments related to our Agency MBS, Non-Agency RMBS and Loans held for investment portfolio.

The following table summarizes certain characteristics of our portfolio at December 31, 2022 and December 31, 2021.

December 31, 2022December 31, 2021
Interest earning assets at period-end (1)$12,937,661$14,893,829
Interest bearing liabilities at period-end$10,614,049$11,075,655
GAAP Leverage at period-end4.0:13.0:1
GAAP Leverage at period-end (recourse)1.3:10.9:1

(1) Excludes cash and cash equivalents.

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December 31, 2022December 31, 2021December 31, 2022December 31, 2021
Portfolio CompositionAmortized CostFair Value
Non-Agency RMBS7.5%10.1%8.9%12.1%
Senior4.0%4.5%5.9%6.5%
Subordinated2.3%4.2%2.2%4.4%
Interest-only1.2%1.4%0.8%1.2%
Agency RMBS0.1%0.8%0.1%0.4%
Interest-only0.1%0.8%0.1%0.4%
Agency CMBS3.3%5.3%3.2%5.2%
Project loans2.3%4.2%2.2%4.2%
Interest-only1.0%1.1%1.0%1.0%
Loans held for investment89.1%83.8%87.8%82.3%
Fixed-rate percentage of portfolio96.5%95.4%95.6%94.4%
Adjustable-rate percentage of portfolio3.5%4.6%4.4%5.6%

GAAP leverage at period-end is calculated as a ratio of our secured financing agreements and securitized debt liabilities over GAAP book value. GAAP recourse leverage is calculated as a ratio of our secured financing agreements over stockholders equity.

The following table presents details of each asset class in our portfolio at December 31, 2022 and December 31, 2021. The principal or notional value represents the interest income earning balance of each class. The weighted average figures are weighted by each investment’s respective principal/notional value in the asset class.

December 31, 2022
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency Mortgage-Backed Securities
Senior$1,153,458$46.09$66.055.3%16.4%5.2%10.8%1.4%1.8%34.5%2.1%
Subordinated$439,591$68.60$65.274.2%6.8%5.9%12.3%0.5%0.3%34.2%6.6%
Interest-only$3,286,545$4.95$3.010.6%5.3%5.8%12.1%0.9%0.8%38.3%1.6%
Agency RMBS
Interest-only$409,940$4.58$3.700.9%5.0%12.9%17.4%N/AN/AN/AN/A
Agency CMBS
Project loans$302,685$101.85$95.624.3%4.1%%%N/AN/AN/AN/A
Interest-only$2,669,396$5.23$4.730.7%3.4%1.8%3.7%N/AN/AN/AN/A
Loans held for investment$12,060,631$98.50$94.365.3%5.2%8.1%12.0%0.6%0.8%33.1%N/A

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

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December 31, 2021
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency Mortgage-Backed Securities
Senior$1,283,788$48.02$76.784.5%18.0%14.1%14.6%1.6%1.9%23.6%2.8%
Subordinated$845,432$68.10$77.123.8%7.1%18.6%19.3%0.2%0.5%28.9%3.6%
Interest-only$3,904,665$4.90$4.421.7%13.2%22.2%25.5%1.0%1.8%23.4%%
Agency RMBS
Interest-only$992,978$10.37$6.091.3%0.3%25.6%26.6%N/AN/AN/AN/A
Agency CMBS
Project loans$560,565$101.77$109.614.3%4.1%%%N/AN/AN/AN/A
Interest-only$2,578,640$5.70$5.690.7%4.6%14.0%30.9%N/AN/AN/AN/A
Loans held for investment$11,519,255$99.22$106.585.5%4.9%16.1%15.0%0.9%0.4%50.5%N/A

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

Based on the projected cash flows for our Non-Agency RMBS that are not of high credit quality, a portion of the original purchase discount is designated as Accretable Discount, which reflects the purchase discount expected to be accreted into interest income, and a portion is designated as Non-Accretable Difference, which represents the contractual principal on the security that is not expected to be collected. The amount designated as Non-Accretable Difference may be adjusted over time, based on the actual performance of the security, its underlying collateral, actual and projected cash flow from such collateral, economic conditions and other factors. If the performance of a security is more favorable than previously estimated, a portion of the amount designated as Non-Accretable Difference may be transferred to Accretable Discount and accreted into interest income over time. Conversely, if the performance of a security is less favorable than previously estimated, a provision for credit loss may be recognized resulting in an increase in the amounts designated as Non-Accretable Difference.

The following table presents changes to Accretable Discount (net of premiums) as it pertains to our Non-Agency RMBS portfolio, excluding premiums on interest-only investments, during the previous five quarters.

For the Quarters Ended
(dollars in thousands)
Accretable Discount (Net of Premiums)December 31, 2022September 30, 2022June 30, 2022March 31, 2022December 31, 2021
Balance, beginning of period$207,812$241,391$258,494$333,546$352,545
Accretion of discount(11,128)(12,989)(17,408)(19,470)(22,172)
Purchases
Sales(17,935)
Elimination in consolidation(60,361)
Transfers from/(to) credit reserve, net(2,114)(20,590)3054,7793,173
Balance, end of period$176,635$207,812$241,391$258,494$333,546

We invest a significant majority of our capital in pools of Non-Agency RMBS and Loans held for investment. These investments carry risk for credit losses. As we are exposed to risk for credit losses, it is important for us to closely monitor credit losses incurred, as well as how expectations of credit losses are expected to change. We estimate future credit losses based on historical experience, market trends, current delinquencies as well as expected recoveries. The net present value of these expected credit losses can change, sometimes significantly from period to period as new information becomes available. When credit loss experience and expectations improve, we will collect more principal on our investments. If credit loss experience deteriorates, we will collect less principal on our investments. The favorable or unfavorable changes in credit losses are reflected in the yield on our investments in mortgage loans and recognized in earnings over the remaining life of our investments. The following table presents changes to net present value of expected credit losses for our Non-Agency RMBS and Loans held for investment portfolios during the previous five quarters. Gross losses are discounted at the rate used to amortize any discounts or premiums on our investments into income. A decrease (negative balance) in the "Increase/(decrease)" line item in the tables below represents a favorable change in expected credit losses. An increase (positive balance) in the "Increase/(decrease)" line item in the tables below represents an unfavorable change in expected credit losses.

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For the Quarters Ended
(dollars in thousands)
Non-Agency RMBSDecember 31, 2022September 30, 2022June 30, 2022March 31, 2022December 31, 2021
Balance, beginning of period$103,394$91,187$94,590$106,240$107,686
Realized losses(3,063)(1,517)(909)7,995(987)
Accretion3,1332,5882,6143,0492,928
Purchased losses
Sold losses(4,444)
Losses removed due to consolidation(10,191)
Increase/(decrease)(9,786)11,136(5,108)(12,503)(3,387)
Balance, end of period$89,234$103,394$91,187$94,590$106,240
For the Quarters Ended
(dollars in thousands)
Loans held for investmentDecember 31, 2022September 30, 2022June 30, 2022March 31, 2022December 31, 2021
Balance, beginning of period$285,174$315,299$409,650$369,028$340,431
Realized losses(11,023)(8,127)(10,766)(12,260)(8,368)
Accretion3,7153,9894,5634,2514,074
Purchased losses7,6773,02814,8833,485
Losses added due to consolidation49,774
Increase/(decrease)35,474(25,987)(91,176)(16,026)29,406
Balance, end of period$321,017$285,174$315,299$409,650$369,028

Liquidity and Capital Resources

General

Liquidity measures our ability to meet cash requirements, including ongoing borrowing commitments, purchase RMBS, residential mortgage loans and other assets for our portfolio, pay dividends and other general business needs. Our principal sources of capital and funds for additional investments primarily include earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities including warehouse facilities, and proceeds from equity or other securities offerings.

As discussed earlier, during the year ended December 31, 2022, we experienced mark downs in our Agency, residential credit and securitized debt portfolios as a result of the increase in headline inflation, an inversion of the yield curve, an increase in the actual and expected Federal Funds Rate and widening of credit spreads. If these conditions become more pronounced, we may experience an adverse impact on our liquidity. We have sought and expect to continue to seek longer-term, more durable financing to reduce our risk exposure to margin calls related to shorter-term repurchase financing.

Our ability to fund our operations, meet financial obligations and finance target asset acquisitions may be impacted by our ability to secure and maintain our master secured financing agreements, warehouse facilities and secured financing agreements facilities with our counterparties. Because secured financing agreements and warehouse facilities are short-term commitments of capital, lenders may respond to market conditions making it more difficult for us to renew or replace on a continuous basis our maturing short-term borrowings and have and may continue to impose more onerous conditions when rolling forward such financings. If we are not able to renew our existing facilities or arrange for new financing on terms acceptable to us, or if we default on our covenants or are otherwise unable to access funds under our financing facilities or if we are required to post more collateral or face larger haircuts, we may have to curtail our asset acquisition activities and dispose of assets.

To meet our short term (one year or less) liquidity needs, we expect to continue to borrow funds in the form of secured financing agreements and, subject to market conditions, other types of financing. The terms of the secured financing transaction borrowings under our master secured financing agreement generally conform to the terms in the standard master secured financing agreement as published by the Securities Industry and Financial Markets Association, or SIFMA, or similar market accepted agreements, as to repayment and margin requirements. In addition, each lender typically requires that we include

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supplemental terms and conditions to the standard master secured financing agreement. Typical supplemental terms and conditions include changes to the margin maintenance requirements, net asset value, required 'haircuts' (which are the difference expressed in percentage terms between the fair value of the collateral and the amount the counterpart will lend to us) purchase price maintenance requirements, and requirements that all disputes related to the secured financing agreement be litigated or arbitrated in a particular jurisdiction. These provisions may differ for each of our lenders.

Based on our current portfolio, leverage ratio and available borrowing arrangements, we believe our assets will be sufficient to enable us to meet anticipated short-term liquidity requirements. If our cash resources are insufficient to satisfy our liquidity requirements, we may have to sell additional investments, potentially at a loss, issue debt or additional common or preferred equity securities.

To meet our longer-term liquidity needs (greater than one year), we expect our principal sources of capital and funds to continue to be provided by earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities, as well as proceeds from equity or other securities offerings.

In addition to the principal sources of capital described above, we may enter into warehouse facilities and use longer dated structured secured financing agreements. The use of any particular source of capital and funds will depend on market conditions, availability of these facilities, and the investment opportunities available to us.

Current Period

We held cash and cash equivalents of approximately $265 million and $386 million at December 31, 2022 and December 31, 2021, respectively. As a result of our operating, investing and financing activities described below, our cash position decreased

by $121 million from December 31, 2021 to December 31, 2022. Subsequent to December 31, 2022, we have collapsed CIM

Trust 2020-R4, CIM Trust 2020-NR1, CIM Trust 2018-R5, and CIM Trust 2018-R6 and issued CIM Trust 2023-R1 and CIM

Trust 2023-NR1 reducing our recourse borrowing amount by approximately $139 million and releasing approximately $90

million in equity.

Our operating activities provided net cash of approximately $326 million and $519 million for the year ended December 31, 2022 and 2021, respectively. The cash flows from operations were primarily driven by interest received in excess of interest paid of $519 million and $681 million during the year ended December 31, 2022 and 2021, respectively.

Our investing activities provided cash of $510 million and $2.5 billion for the year ended December 31, 2022 and 2021, respectively. During the year ended December 31, 2022, we received cash for principal repayments on Agency MBS, Non-Agency RMBS and Loans held for investment of $2.6 billion. This cash received was offset in part by cash used on investment purchases of $2.1 billion, primarily consisting of Loans held for investment of $2.1 billion, Agency MBS of $58 million and Non-Agency RMBS of $23 million. During the year ended December 31, 2021, we received cash from sale of investments of $1.9 billion, primarily consisting of Loans held for investments of $1.7 billion and principal repayments on our Agency MBS, Non-Agency RMBS, and Loans held for investments of $3.7 billion. This cash provided was offset in part by cash used on investment purchases of $3.1 billion, primarily consisting of Loans held for investments of $2.9 billion and Agency CMBS funding of $217 million.

Our financing activities used cash of $1.0 billion and $3.0 billion for the year ended December 31, 2022 and 2021, respectively. During the year ended December 31, 2022, we primarily used cash for repayment of principal on our securitized debt of $1.8 billion, payment of common and preferred dividends of $362 million, and repurchase of our common stock of $49 million. This cash used was offset in part by cash received for securitized debt collateralized by loans issuance of $1.1 billion and net proceeds received from our secured financing agreements of $178 million. During the year ended December 31, 2021, our financing efforts were focused on taking advantage of a low interest rate environment to collapse and securitize debt borrowings that significantly reduce our cost of funding. During the year ended December 31, 2021, we primarily used cash for repayment of principal on our securitized debt of $5.9 billion, net payments on our secured financing agreements of $852 million, settlement of warrants of $221 million, and paid common and preferred dividends of $276 million. This cash paid was offset in part by cash received for securitized debt collateralized by loans issuance of $5.1 billion.

Our recourse leverage was 1.3:1 and 0.9:1 at December 31, 2022 and at December 31, 2021, respectively. Our recourse leverage excludes the securitized debt which can only be repaid from the proceeds on the assets securing this debt in their respective VIEs. Our recourse leverage is presented as a ratio of our secured financing agreements, which are recourse to our assets and our equity.

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At December 31, 2022 and December 31, 2021, the remaining maturities and borrowing rates on our RMBS and loan secured financing agreements were as follows.

December 31, 2022December 31, 2021
(dollars in thousands)
PrincipalWeighted Average Borrowing RatesRange of Borrowing RatesPrincipal (1)Weighted Average Borrowing RatesRange of Borrowing Rates
Overnight$N/AN/A$NANA
1 to 29 days$493,9184.66%3.63% - 6.16%$1,018,6700.73%0.11% - 1.95%
30 to 59 days762,7686.14%4.60% - 7.34%379,0311.66%1.55% - 1.70%
60 to 89 days225,4976.04%4.70% - 7.12%342,7901.86%0.90% - 2.35%
90 to 119 days43,1806.54%5.50% - 6.70%67,8401.66%1.66% - 1.66%
120 to 180 days401,6385.88%5.57% - 6.92%157,9441.38%0.95% - 1.45%
180 days to 1 year402,2836.06%5.63% - 6.64%895,2103.70%1.95% - 4.38%
1 to 2 years251,28613.98%13.98% - 13.98%143,2393.05%3.05% - 3.05%
2 to 3 years480,0228.07%8.07% - 8.07%NANA
Greater than 3 years382,8395.14%5.10% - 6.07%256,8895.56%5.56% - 5.56%
Total$3,443,4316.61%$3,261,6132.30%

(1) The outstanding balance for secured financing agreements in the table above is net of $1 million and $3 million of deferred financing cost as of December 31, 2022 and 2021, respectively.

Average remaining maturity of Secured financing agreements secured by:
December 31, 2022December 31, 2021
Agency RMBS (in thousands)17 Days4 Days
Agency CMBS (in thousands)25 Days13 Days
Non-Agency RMBS and Loans held for investment (in thousands)474 Days257 Days

We collateralize the secured financing agreements we use to finance our operations with our MBS investments and mortgage loans held in trusts controlled by us. Our counterparties negotiate a ‘haircut’, which is the difference expressed in percentage terms between the fair value of the collateral and the amount the counterparty will lend to us, when we enter into a financing transaction. The size of the haircut reflects the perceived risk and market volatility associated with holding the MBS by the lender. The haircut provides lenders with a cushion for daily market value movements that reduce the need for a margin call to be issued or margin to be returned as normal daily increases or decreases in MBS market values occur. Haircuts have increased on our secured financing agreements collateralized by Agency MBS and decreased on our secured financing agreements collateralized by Non-Agency RMBS and Loans held for investments during 2022. At December 31, 2022, the weighted average haircut on our remaining secured financing agreements collateralized by Agency RMBS IOs was 20.0%, Agency CMBS was 7.8% and Non-Agency RMBS and Loans held for investment was 25.7%. At December 31, 2021, the weighted average haircut on our remaining secured financing agreements collateralized by Agency RMBS IOs was 15.0%, Agency CMBS was 6.7% and Non-Agency RMBS and Loans held for investment was 27.9%.

The fair value of the Non-Agency MBS is more difficult to determine in current financial conditions, as well as more volatile period to period than Agency MBS, the Non-Agency MBS typically requires a larger haircut. In addition, when financing assets using standard form of SIFMA Master Repurchase Agreements, the counterparty to the agreement typically nets its exposure to us on all outstanding repurchase agreements and issues margin calls if movement of the fair values of the assets in the aggregate exceeds their allowable exposure to us. A decline in asset fair values could create a margin call or may create no margin call depending on the counterparty’s specific policy. In addition, counterparties consider a number of factors, including their aggregate exposure to us as a whole and the number of days remaining before the repurchase transaction closes prior to issuing a margin call. To minimize the risk of margin calls, as of December 31, 2022, we have entered into $1.2 billion of financing arrangements for which the collateral cannot be adjusted as a result of changes in market value, minimizing the risk of a margin call as a result in price volatility. We refer to these agreements as non-mark-to-market (non-MTM) facilities. These non-MTM facilities generally have higher costs of financing, but lower the risk of a margin call which could result in sales of our assets at distressed prices. All non-MTM facilities are collateralized by Non-Agency RMBS collateral, which tends to have increased volatile price changes during periods of market stress. In addition we have entered into certain secured financing agreements which are not subject to additional margin requirement until the drop in fair value of collateral is greater than a threshold. We

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refer to these agreements as limited mark-to-market (limited MTM) facilities. As of December 31, 2022 we have $365 million, of limited MTM facilities. We believe these non-MTM and limited MTM facilities significantly reduce our financing risks. See Note 5 to our Consolidated Financial Statements for a discussion on how we determine the fair values of the RMBS collateralizing our secured financing agreements.

At December 31, 2022, the weighted average borrowing rates for our secured financing agreements collateralized by Agency RMBS IOs was 4.7%, Agency CMBS was 4.5% and Non-Agency MBS and Loans held for investment was 6.9%. At December 31, 2021, the weighted average borrowing rates for our secured financing agreements collateralized by Agency RMBS IOs was 0.7%, Agency CMBS was 0.2%, and Non-Agency MBS and Loans held for investment was 2.8%.

We entered into a secured financing agreement during fourth quarter of 2022 for which we have elected fair value option. We believe electing fair value for this financial instrument better reflects the transactional economics. The total principal balance outstanding on this secured financing is $383 million and the fair value of collateral pledged is $418 million. We carry this secured financing instrument at fair value of $374 million. The weighted average borrowing rate, haircut and maturity were 5.14%, 7.5%, and five years, respectively. Additionally, we entered into a $250 million two-year non-mark-to-market secured financing agreement with a new counterparty during fourth quarter of 2022.

The table below presents our average daily secured financing agreements balance and the secured financing agreements balance at each period end for the periods presented. Our balance at period-end tends to fluctuate from the average daily balances due to the adjusting of the size of our portfolio by using leverage.

PeriodAverage secured financing agreements balancesSecured financing agreements balance at period end
(dollars in thousands)
Year Ended December 31, 2022$3,208,136$3,434,765
Year Ended December 31, 2021$3,937,929$3,261,613
Year Ended December 31, 2020$7,316,345$4,636,837
Quarter End December 31, 2022$3,123,400$3,434,765
Quarter End September 30, 2022$3,056,286$2,820,931
Quarter End June 30, 2022$3,373,179$3,148,832
Quarter End March 31, 2022$3,222,122$3,424,405

Our secured financing agreements do not require us to maintain any specific leverage ratio. We believe the appropriate leverage for the particular assets we are financing depends on the credit quality and risk of those assets. At December 31, 2022 and December 31, 2021, the carrying value of our total interest-bearing debt was approximately $10.6 billion and $11.1 billion, respectively, which represented a leverage ratio of approximately 4.0:1 and 3.0:1, respectively. We include our secured financing agreements and securitized debt in the numerator of our leverage ratio and stockholders’ equity as the denominator.

At December 31, 2022, we had secured financing agreements with 16 counterparties. All of our secured financing agreements are secured by Agency MBS, Non-Agency RMBS and Loans held for investment and cash. Under these secured financing agreements, we may not be able to reclaim our collateral but will still be obligated to pay our repurchase obligations. We mitigate this risk by ensuring our counterparties are rated financial institutions. As of December 31, 2022 and December 31, 2021, we had $5.2 billion and $4.4 billion, respectively, of securities or cash pledged against our secured financing agreements obligations.

We expect to enter into new secured financing agreements at maturity; however, there is a risk that we will not be able to renew our secured financing agreements when we desire to renew them or obtain favorable interest rates and haircuts as a result of uncertainty in the market including, but not limited to, uncertainty as a result of inflation and increases in the Federal Funds Rate. We offset the interest rate risk of our repurchase agreements primarily through the use of derivatives, which primarily consist of interest rate swaps, swaptions and Treasury futures. The average remaining maturities on our interest rate swaps at December 31, 2022 ranges from three years to five years and have a weighted average maturity of approximately four years. All of our swaps are cleared by a central clearing house. When our interest rate swaps are in a net loss position (expected cash payments are in excess of expected cash receipts on the swaps), we post collateral as required by the terms of our swap agreements.

Exposure to Financial Counterparties

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We actively manage the number of secured financing agreements counterparties to reduce counterparty risk and manage our liquidity needs. The following table summarizes our exposure to our secured financing agreements counterparties at December 31, 2022:

December 31, 2022
CountryNumber of CounterpartiesSecured Financing AgreementExposure (1)
(dollars in thousands)
United States102,022,623694,648
Japan2718,397310,512
Canada1366,749109,841
Netherlands146,9961,090
South Korea1120,6784,564
Switzerland1167,988132,240
Total16$3,443,431$1,252,895

(1) Represents the amount of securities and/or cash pledged as collateral to each counterparty less the aggregate of secured financing agreement.

We regularly monitor our exposure to financing counterparties for credit risk and allocate assets to these counterparties based, in part, on the credit quality and internally developed metrics measuring counterparty risk. Our exposure to a particular counterparty is calculated as the excess collateral which is pledged relative to the secured financing agreement balance. If our exposure to our financing counterparties exceeds internally developed thresholds, we develop a plan to reduce the exposure to an acceptable level. At December 31, 2022, we had amounts at risk with Nomura of 12% of our equity related to the collateral posted on secured financing agreements. The weighted average maturities of the secured financing agreements with Nomura were 582 days. The amount at risk with Nomura were $308 million. At December 31, 2021, there was no amount at risk with any counterparty greater than 10% of our equity.

At December 31, 2022, we did not use credit default swaps or other forms of credit protection to hedge the exposures summarized in the table above.

Stockholders’ Equity

In February 2021, our Board of Directors increased the authorization of our share repurchase program, or the Repurchase Program, to $250 million. Such authorization does not have an expiration date, and at present, there is no intention to modify or otherwise rescind such authorization. Shares of our common stock may be purchased in the open market, including through block purchases, through privately negotiated transactions, or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Exchange Act. The timing, manner, price and amount of any repurchases will be determined at our discretion and the program may be suspended, terminated or modified at any time for any reason. Among other factors, we intend to only consider repurchasing shares of our common stock when the purchase price is less than the last publicly reported book value per common share. In addition, we do not intend to repurchase any shares from directors, officers or other affiliates. The program does not obligate us to acquire any specific number of shares, and all repurchases will be made in accordance with Rule 10b-18, which sets certain restrictions on the method, timing, price and volume of stock repurchases.

We repurchased approximately 5.4 million shares of our common stock at an average price of $9.10 for a total of $49 million during the year ended December 31, 2022. We repurchased approximately 161 thousand shares of our common stock at an average price of $11.39 per share for a total of $2 million during the year ended December 31, 2021. The approximate dollar value of shares that may yet be purchased under the Repurchase Program is $177 million as of December 31, 2022.

In February 2022, we entered into separate Distribution Agency Agreements (the “Sales Agreements”) with each of

Credit Suisse Securities (USA) LLC, JMP Securities LLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and

RBC Capital Markets, LLC (the “Sales Agents”). Pursuant to the terms of the Sales Agreements, we may offer and sell

shares of our common stock, having an aggregate offering price of up to $500,000,000, from time to time through any of

the Sales Agents under the Securities Act of 1933. During the year ended December 31, 2022, we did not issue any shares under the at-the-market sales program.

We declared dividends to common shareholders of $266 million, or $1.12 per share, and $308 million, or $1.29 per share, during the years ended December 31, 2022 and 2021, respectively.

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We declared dividends to Series A preferred stockholders of $12 million, or $2.00 per preferred share, during the years ended December 31, 2022 and 2021, respectively.

We declared dividends to Series B preferred stockholders of $26 million, or $2.00 per preferred share, during the years ended December 31, 2022 and 2021, respectively.

We declared dividends to Series C preferred stockholders of $20 million, or $1.937500 per preferred share, during the years ended December 31, 2022 and 2021, respectively.

We declared dividends to Series D preferred stockholders of $16 million, or $2.00 per preferred share, during the years ended December 31, 2022 and 2021, respectively.

On October 30, 2021, all 5,800,000 issued and outstanding shares of Series A Preferred Stock with an outstanding liquidation preference of $145 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including, the redemption date. The dividend rate on shares of Series A Preferred Stock is 8.00% per annum. Our fixed-to-floating rate series B, C and D preferred stock are LIBOR based and will become floating on their respective call dates.

Restricted Stock Unit and Performance Share Unit Grants

Grants of Restricted Stock Units, or RSUs

During the years ended December 31, 2022 and 2021, we granted RSU awards to our employees. These RSU awards are designed to reward our employees for services provided to us. Generally, the RSU awards vest equally over a three-year period beginning from the grant date and will fully vest after three years. For employees who are retirement eligible, defined as years of service to us plus age, is equal to or greater than 65, the service period is considered to be fulfilled and all grants are expensed immediately. The RSU awards are valued at the market price of our common stock on the grant date and generally the employees must be employed by us on the vesting dates to receive the RSU awards. We granted 396 thousand RSU awards during the year ended December 31, 2022 with a grant date fair value of $4 million for the 2022 performance year. We granted 393 thousand RSU awards during the year ended December 31, 2021, with a grant date fair value of $5 million for the 2021 performance year. In addition, during the year ended December 31, 2021, we granted certain of our senior management 1 million RSU awards that vest in five equal tranches with one tranche vested immediately and the remaining four will vest equally over a four-year period. These additional RSUs are not subject to retirement eligible provisions and had a grant date fair value of $10 million.

Grants of Performance Share Units, or PSUs

PSU awards are designed to align compensation with our future performance. The PSU awards granted during the year ended December 31, 2022 and 2021 include a three-year performance period ending on December 31, 2024 and December 31, 2023, respectively. The final number of shares awarded will be between 0% and 200% of the PSUs granted based on our Economic Return compared to a peer group. Our three-year Economic Return is equal to our change in book value per common share plus common stock dividends. Compensation expense will be recognized on a straight-line basis over the three-year vesting period based on an estimate of our Economic Return in relation to the entities in the peer group and will be adjusted each period based on our best estimate of the actual number of shares awarded. During the year ended December 31, 2022, we granted 128 thousand PSU awards to senior management with a grant date fair value of $2 million. During the year ended December 31, 2021, we granted 182 thousand PSU awards to senior management with a grant date fair value of $2 million.

At December 31, 2022 and December 31, 2021, there were approximately 3.0 million and 2.8 million, respectively, unvested shares of RSUs and PSUs issued to our employees and directors.

Contractual Obligations and Commitments

The following tables summarize our contractual obligations at December 31, 2022 and December 31, 2021. The estimated principal repayment schedule of the securitized debt is based on expected cash flows of the residential mortgage loans or RMBS, as adjusted for expected principal write-downs on the underlying collateral of the debt.

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December 31, 2022
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$2,329,284$731,308$382,838$$3,443,430
Securitized debt, collateralized by Non-Agency RMBS64052371921,326
Securitized debt at fair value, collateralized by Loans held for investment1,636,5442,535,6421,733,0221,949,2407,854,448
Interest expense on MBS secured financing agreements (1)28,9156,1471,75036,812
Interest expense on securitized debt (1)208,059307,001187,281176,580878,921
Total$4,203,442$3,580,621$2,304,962$2,125,912$12,214,937

(1) Interest is based on variable rates in effect as of December 31, 2022.

December 31, 2021
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$2,861,485$143,239$256,889$$3,261,613
Securitized debt, collateralized by Non-Agency RMBS4,3742,361949827,766
Securitized debt at fair value, collateralized by Loans held for investment2,031,4452,886,2551,697,7601,145,9957,761,455
Interest expense on MBS secured financing agreements (1)7,6873521,2709,309
Interest expense on securitized debt (1)170,798223,316117,998101,367613,479
Total$5,075,789$3,255,523$2,074,866$1,247,444$11,653,622

(1) Interest is based on variable rates in effect as of December 31, 2021.

Not included in the table above are the unfunded construction loan commitments of $9 million and $23 million as of December 31, 2022 and December 31, 2021, respectively. We expect the majority of these commitments will be paid within one year and are reported under Payable for investments purchased in our Consolidated Statements of Financial Condition.

We have made a $75 million capital commitment to a fund managed by Kah Capital Management, LLC. As of December 31, 2022, we have funded $27 million towards that commitment, leaving an unfunded commitment of $48 million.

Capital Expenditure Requirements

At December 31, 2022 and December 31, 2021, we had no material commitments for capital expenditures.

Dividends

To maintain our qualification as a REIT, we must pay annual dividends to our stockholders of at least 90% of our taxable income (subject to certain adjustments). Before we pay any dividend, we must first meet any operating requirements and scheduled debt service on our financing facilities and other debt payable.

Critical Accounting Estimates

Accounting policies are integral to understanding our Management’s Discussion and Analysis of Financial Condition and Results of Operations. The preparation of financial statements in accordance with GAAP requires management to make certain judgments and assumptions, on the basis of information available at the time of the financial statements, in determining accounting estimates used in the preparation of these statements. Our significant accounting policies and accounting estimates are described in Note 2 to the Consolidated Financial Statements. Critical accounting policies are described in this section. An

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accounting policy is considered critical if it requires management to make assumptions or judgments about matters that are highly uncertain at the time the accounting estimate was made or require significant management judgment in interpreting the accounting literature. If actual results differ from our judgments and assumptions, or other accounting judgments were made, this could have a significant and potentially adverse impact on our financial condition, results of operations and cash flows.

The accounting policies and estimates which we consider most critical relate to the recognition of revenue on our investments, including recognition of any losses, and the determination of fair value of our financial instruments.

The consolidated financial statements include, on a consolidated basis, our accounts, the accounts of our wholly-owned subsidiaries, and variable interest entities, or VIEs, for which we are the primary beneficiary. All significant intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although our estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be different than anticipated in those estimates, which could materially adversely impact our results of operations and our financial condition. Management has made significant estimates in several areas, including current expected credit losses of Non-Agency RMBS, valuation of Loans held for investments, Agency and Non-Agency MBS, forward interest rates for interest rate swaps, and income recognition on Loans held for investments and Non-Agency RMBS. Actual results could differ materially from those estimates.

Recognition of Revenue

We primarily invest in pools of mortgage loans. All mortgage loans are carried at fair value with changes in fair value recognized in earnings. Our investments in mortgage loans pay principal and interest which is accrued when due. We also invest in MBS representing interests in obligations backed by pools of mortgage loans. Our investments in MBS includes investments in both Agency MBS and Non-Agency MBS. We delineate between (1) Agency MBS and (2) Non-Agency RMBS as follows: The Agency MBS are mortgage pass-through certificates, collateralized mortgage obligations, or CMOs, and other RMBS representing interests in or obligations backed by pools of residential mortgage loans issued or guaranteed as to principal and/or interest repayment by agencies of the U.S. Government or federally chartered corporations such as Ginnie Mae, Freddie Mac or Fannie Mae. The Non-Agency RMBS are not issued or guaranteed by Fannie Mae, Freddie Mac, or Ginnie Mae and are therefore subject to credit risk. We also invests in Interest Only Agency MBS strips and Interest Only Non-Agency RMBS strips, or IO MBS strips. IO MBS strips represent our right to receive a specified proportion of the contractual interest flows of the collateral.

Income on our investments is recognized based on an effective interest rate we expect to earn over the life of the investment. The effective interest rate is determined based on the cost of the investment and the expectation of future cash flows. To determine the future cash flows, we estimate the amount and timing of principal and interest, referred to as the repayment rate, and our expectations of defaults on payments of principal and interest. These estimates require significant judgment which change over time as our expectations change due to changes in market conditions and changes in our investments as principal and interest, other cash flows or losses are experiences. These estimates are compared to actual results of the investment and other similar investments on a regular basis and updated as necessary. These comparisons may result in a favorable or unfavorable change in the effective interest rate expected to be collected. Any favorable or unfavorable changes are reflected as a change in income. Our estimates of the timing and amount of principal and interest, including our expectation of defaults on payments of principal and interest are critical to accurately reporting interest income.

Our accounting policies for recognition of interest income and current expected credit losses related to MBS investments are described in further detail in Note 2 of the consolidated financial statements.

Determination of Fair Value

Substantially all of our investments are carried at fair value. In accordance with current accounting guidance, fair value of our financial instruments represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the financial statement reporting date. We use internally developed models to determine fair value of our investments.

We determine the fair value of all of our Non-Agency RMBS investment securities, including Non-Agency represented as securitized debt, based on discounted cash flows utilizing an internal pricing model that incorporates factors such as coupon,

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repayment speeds, expected losses, expected loss severity, discount rates and other factors. Estimates of repayment speeds, expected losses and expected loss severity, require significant judgment and are based on what we believe a market participant would use to determine the cash flows. To corroborate that the estimates of fair values generated by these internal models are reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third party pricing services.

We estimate the fair value of our Loans held for investment consisting of seasoned subprime residential mortgage loans on a loan by loan basis using an internally developed model which compares the loan held by us with a loan currently offered in the market. The loan price is adjusted in the model by considering the loan factors which would impact the value of a loan. These loan factors include loan coupon as compared to coupon currently available in the market, FICO, loan-to-value ratios, delinquency history, owner occupancy, and property type, among other factors. A baseline is developed for each significant loan factor and adjusts the price up or down depending on how that factor for each specific loan compares to the baseline rate. Generally, the most significant impact on loan value is the loan interest rate as compared to interest rates currently available in the market and delinquency history. The determination of the baseline, the market expectation, requires significant judgment. To corroborate that the estimates of fair values generated by these internal models are reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third party pricing service.

To the extent the inputs used to estimate fair value are observable, the values would be categorized in Level 2 of the fair value hierarchy; otherwise they would be categorized as Level 3. Our fair value estimation process utilizes inputs other than quoted prices that are observed in the market. Our estimates are deemed to be significant to the fair value measurement process, which renders the resulting Non-Agency fair value estimates Level 3 inputs in the fair value hierarchy. Level 3 assets represent approximately 95% and 93% of total assets measured at fair value on a recurring basis as of December 31, 2022 and 2021, respectively. Level 3 liabilities represent approximately 95% and 100% of total liabilities measured at fair value on a recurring basis as of December 31, 2022 and 2021, respectively.

Our accounting policies for the determination of fair value of our investments are described in further detail in Note 2 and Note 5 of the consolidated financial statements.

Variable Interest Entities

VIEs are defined as entities in which equity investors (i) do not have the characteristics of a controlling financial interest, and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is known as its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly impact the VIE’s economic performance, and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. For VIEs’ that do not have substantial on-going activities, the power to direct the activities that most significantly impact the VIEs’ economic performance may be determined by an entity’s involvement with the design of the VIE.

Our Consolidated Statements of Financial Condition contain the assets and liabilities related to thirty-eight consolidated variable interest entities or VIEs. Due to the non-recourse nature of these VIEs our net exposure to loss from investments in these entities is limited to our retained beneficial interests.

At December 31, 2022, we consolidated thirty-six residential mortgage loan securitizations and two RMBS re-securitization transactions which are VIEs. The residential mortgage loan securitizations contain jumbo prime and Non-QM residential mortgage loans. The RMBS re-securitization transactions contain Non-Agency RMBS comprised of primarily first lien mortgages of 2005-2007 vintages.

Our determination to consolidate these thirty-eight VIEs was significantly influenced by management’s judgment related to the activities that most significantly impact the economic performance of these entities and the identification of the party with the power over such activities. For the residential mortgage loan securitizations, we determined that our ability to remove the servicer without cause resulted in us having the power that most significantly impacts the economic performance of the VIE. For the three consolidated RMBS re-securitization transactions, we determined that no party has power over any ongoing activities of the entities and therefore the determination of the primary beneficiary should be based on involvement with the initial design of the entity. Since we transferred the RMBS to the securitization entities, we determined we had the power over the design of the entity, which resulted in us being considered the primary beneficiary. This determination was influenced by the amount of economic exposure to the financial performance of the entity and required a significant management judgment in determining that we should consolidate these three entities.

Due to the consolidation of these VIEs, our actual ownership interests in the securitization and re-securitizations have been eliminated in consolidation and the Consolidated Statements of Financial Condition reflect both the assets held and non-recourse debt issued to third parties by these VIEs. In addition, our operating results and cash flows include the gross amounts

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related to the assets and liabilities of the VIEs as opposed to the actual economic interests we own in these VIEs. Our interest in these VIEs is restricted to the beneficial interests we retained in these transactions. We are not obligated to provide any financial support to these VIEs.

Our Consolidated Statements of Financial Condition separately present: (i) our direct assets and liabilities, and (ii) the assets and liabilities of our consolidated securitization vehicles net of intercompany eliminations representing securities from the securitization trusts retained by us. Assets of all consolidated VIEs can only be used to satisfy the obligations of those VIEs, and the liabilities of consolidated VIEs are non-recourse to us.

We have aggregated all the assets and liabilities of the consolidated securitization vehicles due to our determination that these entities are substantively similar and therefore a further disaggregated presentation would not be more meaningful. The notes to our consolidated financial statements describe our direct assets and liabilities and the assets and liabilities of our consolidated securitization vehicles. See Note 9 to our consolidated financial statements for additional information related to our investments in VIEs.

Recent Accounting Pronouncements

Refer to Note 2 in the Notes to Consolidated Financial Statements for a discussion of accounting guidance we have recently adopted or expect to be adopted in the future.

FY 2021 10-K MD&A

SEC filing source: 0001628280-22-003020.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-02-17. Report date: 2021-12-31.

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

The following discussion of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes to those statements included in Item 15 of this 2021 Form 10-K. The discussion may contain certain forward-looking statements that involve risks and uncertainties. Forward-looking statements are those that are not historical in nature. As a result of many factors, such as those set forth under “Risk Factors” in this 2021 Form 10-K, our actual results may differ materially from those anticipated in such forward-looking statements.

This section of the 2021 Form 10-K generally discusses 2021 and 2020 items and year-to year comparisons between 2021 and 2020. Discussions of 2019 items and year-to-year comparisons between 2020 and 2019 that are not included in this 2021 Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2020.

Executive Summary

We are a publicly traded REIT that is primarily engaged in the business of investing directly or having a beneficial interest in a diversified portfolio of mortgage assets, including residential mortgage loans, Agency RMBS, Non-Agency RMBS, Agency CMBS, and other real estate-related assets. We use leverage to increase returns while managing the difference or spread between longer duration assets and shorter duration financing. Our principal business objective is seeking to provide an opportunity for stockholders to realize attractive risk-adjusted returns through the generation of distributable income and through asset performance linked to residential mortgage credit fundamentals. We selectively invest in residential mortgage assets with a focus on credit analysis, projected prepayment rates, interest rate sensitivity and expected return.

We currently focus our investment activities primarily on acquiring residential mortgage loans, Non-Agency RMBS and Agency mortgage-backed securities, or MBS. At December 31, 2021, based on the fair value of our interest earning assets, approximately 82% of our investment portfolio was residential mortgage loans, 12% of our investment portfolio was Non-Agency RMBS, and 6% of our investment portfolio was Agency MBS. At December 31, 2020, based on the fair value of our interest earning assets, approximately 77% of our investment portfolio was residential mortgage loans, 13% of our investment portfolio was Non-Agency RMBS, and 10% of our investment portfolio was Agency MBS.

We use leverage to seek to increase our potential returns and to finance the acquisition of our assets. We expect to finance our investments using a variety of financing sources, including securitizations, warehouse facilities and repurchase agreements. We may seek to manage our debt and interest rate risk by utilizing interest rate hedges, such as interest rate swaps, caps, options and futures to reduce the effect of interest rate fluctuations related to our financing sources. As of December 31, 2021, we did not own any interest rate hedges.

Our investment strategy is intended to take advantage of opportunities in the current interest rate and credit environment. We update the execution of our strategy to changing market conditions by shifting our asset allocations across various asset classes as interest rates and credit cycles change over time. We expect to take a long-term view of assets and liabilities.

Market Conditions and our Strategy

2021 was a year of uncertainty and anticipation, and of hopes for a return to a degree of normalcy following the onset of the COVID-19 pandemic in 2020. A new administration pursued larger economic stimulus, helping support and propel asset price, record equity market valuations, and increases in personal disposable income. Still, the recovery would be accompanied by labor shortages, supply chain issues and rising inflation. Prices increased especially rapidly in areas such as food and energy, as the US Consumer Price Index jumped 6.8% from a year-earlier and the highest level in nearly four decades. Inflationary pressures came to dominate the overriding Federal Reserve focus later in the year.

Over the year, many investors have gone further out on the risk curve given the historically low level of yields. As a result, credit spreads across all sectors tightened substantially over the year, with a slight moderation at the end of the year. Structured products, including Mortgages (loans and securities), CMBS and Asset Backed Securities or, ABS, benefited from the spread tightening and outperformed for the year.

Mortgages rates remained low, sub 3% for the better part of the year leading to higher prepayments for the year. Mortgage originations for both purchase and refinance activity were at record highs for the first half of the year, given rapid housing price appreciation, substantial purchase activity and low inventory levels.

Strong origination volumes and favorable spread conditions lead to an elevated pace of Prime Jumbo, Agency Eligible Investor, Seasoned Re-Performing, Non-Performing and Non-Qualified Mortgage loans securitizations during the year.

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The fourth quarter of 2021 saw a substantial change in Federal Reserve policy statements with regards to inflation expectations. The tone switched from ‘transitory inflation’ to more ‘persistent inflation’ and as a result, forward interest rates moved substantially higher over the quarter. Supply chain issues, tight labor conditions, as well as rapid increases in commodity prices contributed to inflationary pressures. Mortgage rates also moved higher and agency spreads widened with the expectation of reduced Fed mortgage buying. Mortgage credit spreads, however, continued to remain at record tight levels given strong housing fundamentals driven by the double-digit home price appreciation.

We took advantage of the low rate environment and strong demand for securitized debt to call thirteen outstanding loan securitizations and issued ten new loan securitizations. The average advance rate on the newly issued securitizations was 84% with the average cost of debt around 2.1%, a reduction in the cost of debt of 2.3% from 4.4.% on the previously called debt.

During the fourth quarter we remained active in securitization issuance and issued two new securitizations. On October 4, 2021, we sponsored CIM 2021-R6, a $354 million securitization of seasoned re-performing residential mortgage loans. Securities issued by CIM 2021-R6, with an aggregate balance of approximately $336 million were sold in a private placement to institutional investors. These senior securities represented approximately 95% of the capital structure. We retained subordinate interests in securities with an aggregate balance of approximately $18 million and certain interest-only securities. We also retained an option to call the securitized mortgage loans at any time beginning in September 2026. Our average cost of debt of this securitization is 1.5%. In addition, on November 4, 2021, we sponsored CIM 2021-NR4, a $168 million securitization of seasoned non-REMIC eligible residential mortgage loans. Securities issued by CIM 2021-NR4, with an aggregate balance of approximately $126 million, were sold in a private placement to institutional investors. These senior securities represent approximately 75% of the capital structure. We retained subordinate interest in securities with an aggregate balance of approximately $42 million. We also retained an option to call the securitized mortgage loans at any time beginning in November 2022.

In addition to the RPL/NPL securitizations described above, during the year we completed three prime jumbo securitizations with a total issuance size of $1.2 billion and one agency-eligible investor loan securitization totaling $435 million.

Our investment activity remained robust, especially during the second half of the year. During the year, in total, we committed to acquiring $3.2 billion in residential mortgage loans comprised of $1.3 billion in seasoned re-performing loans, $318 million in business purpose loans, $1.2 billion of prime jumbo loans and $435 million of agency eligible investor loans.

Delinquency rates have continued to drop as economic conditions stabilize and the unemployment rates decrease. Despite improving market conditions, there is still significant uncertainty and risks related to the COVID-19 pandemic and the risk of new variants. See “Risk Factors” in Part I, Item 1A, included elsewhere in this 2021 Form 10-K for additional details on the COVID-19 pandemic's impact on our business. In particular, our residential mortgage loans and non-Agency MBS are subject to significant credit risk, and it is unclear how the conditions created by the COVID-19 pandemic may impact the credit quality of these assets over time.

We have been working remotely since March 2020 and expect that to continue. We have the technology in place for all employees to work remotely with limited change in normal working patterns. We have exercised our business continuity plans effectively to date, with limited operational impact.

The re-securitization activity described earlier added to our liquidity as the advance rates provided by the buyer of the senior debt is higher. Overall, proceeds from new securitizations less payment of debt on called securitizations resulted in a net cash inflow of $911 million during 2021. We were able to use some of the additional liquidity to pay down secured financing further reducing our interest rate risk and exposure to mark-to-market financing. In addition, during the year $52 million of convertible debt reflected as Long-Term Debt on our Balance sheet was extinguished through a combination of cash and stock settlement.

On October 30, 2021, all 5,800,000 issued and outstanding shares of our Series A Cumulative Redeemable Preferred

Stock, or Series A Preferred Stock, with an outstanding liquidation preference of $145 million became callable at a

redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including, the

redemption date. The dividend rate on shares of Series A Preferred Stock is 8.00% per annum.

As a result of our improved liquidity position and strong portfolio returns during the year, we increased our dividends by 10% to $0.33 as of the second quarter. Our book value per common share was $11.84 as of December 31, 2021, down from $12.36 as of December 31, 2020. Book value decreased as a result of higher short end rate and slightly wider credit spreads. Our book value is based on December 31, 2021, issued and outstanding common shares.

Business Operations

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Net Income (Loss) Summary

The table below presents our net income (loss) on a GAAP basis for the years ended December 31, 2021, 2020 and 2019.

Net Income (Loss)
(dollars in thousands, except share and per share data)
(unaudited)
For the Year Ended
December 31, 2021December 31, 2020December 31, 2019
Net interest income:
Interest income (1)$937,546$1,030,250$1,361,110
Interest expense (2)326,628516,181758,814
Net interest income610,918514,069602,296
Increase (decrease) in provision for credit losses33180
Net other-than-temporary credit impairment losses(4,853)
Other investment gains (losses):
Net unrealized gains (losses) on derivatives201,000(106,209)
Realized gains (losses) on terminations of interest rate swaps(463,966)(359,726)
Net realized gains (losses) on derivatives(41,086)(34,423)
Net gains (losses) on derivatives(304,052)(500,358)
Net unrealized gains (losses) on financial instruments at fair value437,357(110,664)409,634
Net realized gains (losses) on sales of investments45,313166,94620,360
Gains (losses) on extinguishment of debt(283,556)(54,418)9,318
Total other gains (losses)199,114(302,188)(61,046)
Other expenses:
Compensation and benefits46,82344,81148,880
General and administrative expenses22,24622,91423,915
Servicing and asset manager fees36,55539,89638,930
Transaction expenses29,85615,06810,928
Total other expenses135,480122,689122,653
Income (loss) before income taxes674,51989,012413,744
Income taxes4,405158193
Net income (loss)$670,114$88,854$413,551
Dividends on preferred stock73,76473,75072,704
Net income (loss) available to common shareholders$596,350$15,104$340,847
Net income (loss) per share available to common shareholders:
Basic$2.55$0.07$1.82
Diluted$2.44$0.07$1.81
Weighted average number of common shares outstanding:
Basic233,770,474212,995,533187,156,990
Diluted245,496,926226,438,341188,406,444
Dividends declared per share of common stock$1.29$1.40$2.00

(1) Includes interest income of consolidated VIEs of $586,580, $683,456 and $780,746 for the years ended December 31, 2021, 2020 and 2019, respectively. See Note 9 to consolidated financial statements for further discussion.

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(2) Includes interest expense of consolidated VIEs of $203,135, $285,142 and $337,387 for the years ended December 31, 2021, 2020 and 2019, respectively. See Note 9 to consolidated financial statements for further discussion.

See accompanying notes to consolidated financial statements.

Results of Operations for the Years Ended December 31, 2021, 2020 and 2019.

Our primary source of income is interest income earned on our assets, net of interest expense paid on our financing liabilities. For the year ended December 31, 2021, our net income available to common shareholders was $596 million, or $2.55 per average basic common share, compared to a net income of $15 million, or $0.07 per average basic common share, for the same period in 2020. The higher net income available to common shareholders for the year ended December 31, 2021, as compared to same period of 2020, was primarily driven by improvements in our portfolio's asset prices due to continuing recovery in financial markets, lower interest expense due to lower funding rates, and no hedge losses. During the year ended December 31, 2021, we had net interest income of $611 million and unrealized gains on financial instruments at fair value of $437 million, partially offset by losses on extinguishment of debt of $284 million and other expenses of $135 million. Additionally, there were no losses on derivatives for the year ended December 31, 2021, as compared to a $304 million net losses on derivatives for the same period in 2020.

Interest Income

The changes in our interest income for the year ended December 31, 2021, as compared to the same period in 2020, were primarily driven by the selling of our Agency RMBS portfolio and reducing our Agency CMBS and Loans held for investment portfolios during 2020, and prepayment penalties and early paydowns received during 2021.

For the year ended December 31, 2021, interest income decreased by $93 million, or 9%, to $938 million as compared to $1.0 billion for the same period of 2020. We reduced our average interest earning asset balances by $3.9 billion to $14.4 billion as compared to $18.3 billion from the same period of 2020 to respond to market conditions driven by COVID-19 disruptions. The sale of the Agency RMBS portfolio and reduction in our Loans held for investment, Agency CMBS, and Non-Agency RMBS portfolios decreased our interest income earned on Loans held for investment by $71 million, Agency RMBS by $43 million, Agency CMBS by $27 million, and Non-Agency RMBS by $23 million for the year ended December 31, 2021, as compared to the same period in 2020. This decrease was partially offset by an increase in prepayment penalties and early paydowns received of $73 million on Agency CMBS and Non-Agency RMBS portfolios during the year ended December 31, 2021, as compared to $8 million for the same period in 2020.

Interest Expense

The changes in our interest expense for the year ended December 31, 2021, as compared to the same period in 2020, were primarily driven by our de-levering efforts to reduce secured financing agreements balances, lower financing rates on secured financing agreements and calls of our higher rate securitized debt financing, replacing it with lower rates currently available.

For the year ended December 31, 2021, interest expense decreased by $189 million, or 37%, to $327 million as compared to $516 million for the same period of 2020. During the year ended December 31, 2021 we reduced our average interest bearing liability balances by $3.6 billion to $12.2 billion, as compared to $15.8 billion, from the same period of 2020. During the year ended December 31, 2021 interest expense on securitized debt decreased by $74 million and the average cost of funding on this same debt decreased by 90 basis points as compared to the same period of 2020. Additionally, due to lower average balances and financing rates our interest expense on secured financing agreements collateralized by Loans held for investment, Non-Agency RMBS, Agency RMBS and Agency CMBS decreased by $44 million, $31 million, $27 million, and $15 million, respectively, as compared to the same period of 2020.

Interest expense for GAAP reporting does not include the periodic costs of our derivatives, which are reported separately in our GAAP financial statements.

Economic Net Interest Income

Our Economic net interest income is a non-GAAP financial measure that equals GAAP net interest income adjusted for net realized gains or losses on interest rate swaps, interest expense on long term debt and any interest earned on cash. Realized gains or losses on our interest rate swaps are the periodic net settlement payments made or received. For the purpose of computing Economic net interest income and ratios relating to cost of funds measures throughout this section, interest expense includes net payments on our interest rate swaps, which is presented as a part of Net realized gains (losses) on derivatives in our Consolidated Statements of Operations. Interest rate swaps are used to manage the increase in interest paid on secured financing

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agreements in a rising rate environment. Presenting the net contractual interest payments on interest rate swaps with the interest paid on interest bearing liabilities reflects our total contractual interest payments. We believe this presentation is useful to investors because it depicts the economic value of our investment strategy by showing all components of interest expense and net interest income. However, Economic net interest income should not be viewed in isolation and is not a substitute for net interest income computed in accordance with GAAP. Where indicated, interest expense, adjusting for interest payments on interest rate swaps, is referred to as Economic interest expense. Where indicated, net interest income reflecting interest payments on interest rate swaps, is referred to as Economic net interest income.

The following table reconciles the Economic net interest income to GAAP net interest income and Economic interest expense to GAAP interest expense for the periods presented.

GAAP Interest IncomeGAAP Interest ExpenseNet Realized (Gains) Losses on Interest Rate SwapsInterest Expense on Long Term DebtEconomic Interest ExpenseGAAP Net Interest IncomeNet Realized Gains (Losses) on Interest Rate SwapsOther (1)Economic Net Interest Income
For the Year Ended December 31, 2021$937,546$326,628$$(2,274)$324,354$610,918$$2,208$613,126
For the Year Ended December 31, 2020$1,030,250$516,181$6,385$(7,082)$515,484$514,069$(6,385)$5,755$513,439
For the Year Ended December 31, 2019$1,361,110$758,814$(3,012)$$755,802$602,296$3,012$(7,938)$597,370
For the Quarter Ended December 31, 2021$221,162$66,598$$$66,598$154,564$$(12)$154,552
For the Quarter Ended September 30, 2021$220,579$71,353$$(239)$71,114$149,226$$220$149,446
For the Quarter Ended June 30, 2021$252,677$80,610$$(959)$79,651$172,067$$936$173,003
For the Quarter Ended March 31, 2021$243,127$108,066$$(1,076)$106,990$135,061$$1,065$136,126

(1) Primarily interest expense on Long term debt and interest income on cash and cash equivalents.

Net Interest Rate Spread

The following table shows our average earning assets held, interest earned on assets, yield on average interest earning assets, average debt balance, economic interest expense, economic average cost of funds, economic net interest income and net interest rate spread for the periods presented.

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For the Quarter Ended
December 31, 2021December 31, 2020
(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1):
Agency RMBS$104,684$710.3%$121,440$4791.6%
Agency CMBS851,88627,71113.0%1,455,85515,4004.2%
Non-Agency RMBS1,406,87651,64414.7%1,650,26856,25913.6%
Loans held for investment11,498,173141,7244.9%12,770,508163,9985.1%
Total$13,861,619$221,1506.4%$15,998,071$236,1365.9%
Liabilities and stockholders' equity:
Interest-bearing liabilities:
Secured financing agreements collateralized by:
Agency RMBS$23,824$400.7%$71,689$1731.0%
Agency CMBS731,5773460.2%1,323,9727380.2%
Non-Agency RMBS839,8985,8372.8%1,069,34813,7975.2%
Loans held for investment1,872,91513,2812.8%2,200,31426,6274.8%
Securitized debt8,009,11747,0942.4%8,630,85477,7533.6%
Total$11,477,331$66,5982.3%$13,296,177$119,0883.6%
Economic net interest income/net interest rate spread$154,5524.1%$117,0482.3%
Net interest-earning assets/net interest margin$2,384,2884.5%$2,701,8942.9%
Ratio of interest-earning assets to interest bearing liabilities1.211.20
(1) Interest-earning assets at amortized cost

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For the Year Ended
December 31, 2021December 31, 2020
(dollars in thousands)(dollars in thousands)
Average BalanceInterestAverage Yield/CostAverage BalanceInterestAverage Yield/Cost
Assets:
Interest-earning assets (1):
Agency RMBS$110,173$9240.8%$1,519,071$44,3192.9%
Agency CMBS1,084,880108,23710.0%1,909,84681,8314.3%
Non-Agency RMBS1,483,482227,84715.4%1,745,703231,09913.2%
Loans held for investment11,752,615600,4725.1%13,140,311671,6745.1%
Total$14,431,150$937,4806.5%$18,314,931$1,028,9235.6%
Liabilities and stockholders' equity:
Interest-bearing liabilities(2):
Secured financing agreements collateralized by:
Agency RMBS$47,155$3710.8%$1,407,713$27,7232.0%
Agency CMBS963,8941,5690.2%1,818,72116,5850.9%
Non-Agency RMBS888,16032,7553.7%1,220,24863,3665.2%
Loans held for investment2,038,71970,4143.5%2,869,663114,6694.0%
Securitized debt8,306,335219,2452.6%8,449,048293,1413.5%
Total$12,244,263$324,3542.6%$15,765,393$515,4843.3%
Economic net interest income/net interest rate spread$613,1263.9%$513,4392.3%
Net interest-earning assets/net interest margin$2,186,8874.2%$2,549,5382.8%
Ratio of interest-earning assets to interest bearing liabilities1.181.16
(1) Interest-earning assets at amortized cost
(2) Interest includes net cash paid/received on swaps

Economic Net Interest Income and the Average Earning Assets

Our Economic net interest income (which is a non-GAAP measure, see “Economic net interest income” discussion earlier for details) increased by $100 million to $613 million for the year ended December 31, 2021 from $513 million for the same period of 2020. Our net interest rate spread, which equals the yield on our average interest-earning assets less the economic average cost of funds, increased by 160 basis points for the year ended December 31, 2021, as compared to the same period of 2020. The net interest margin, which equals the Economic net interest income as a percentage of the net average balance of our interest-earning assets less our interest-bearing liabilities, increased by 140 basis points for the year ended December 31, 2021, as compared to the same period of 2020. Our Average net interest-earning assets decreased by $363 million to $2.2 billion for the year ended December 31, 2021, compared to $2.5 billion for the same period of 2020. The increase in our net interest rate spread is primarily due to the change in our portfolio composition and a combination of prepayment penalties and early paydowns received on our Agency CMBS and Non-Agency RMBS portfolios during the year ended December 31, 2021. We sold lower yielding Agency assets and retained higher yielding Non-Agency RMBS and Loans held for investment. Following the sale of our Agency RMBS portfolio and reduction in our Agency CMBS and Loans held for investment, we have worked to replace higher cost funding with more efficient and lower cost financing during the year ended December 31, 2021.

Economic Interest Expense and the Cost of Funds

The borrowing rate at which we are able to finance our assets using secured financing agreements and securitized debt is typically correlated to LIBOR and the term of the financing. The table below shows our average borrowed funds, Economic interest expense, average cost of funds (inclusive of realized losses on interest rate swaps), average one-month LIBOR, average three-month LIBOR and average one-month LIBOR relative to average three-month LIBOR.

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Average Debt BalanceEconomic Interest Expense (1)Average Cost of FundsAverage One-Month LIBORAverage Three-Month LIBORAverage One-Month LIBOR Relative to Average Three-Month LIBOR
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2021$12,244,263$324,3542.65%0.10%0.16%(0.06)%
For The Year Ended December 31, 2020$15,765,393$515,4843.27%0.52%0.65%(0.13)%
For The Year Ended December 31, 2019$22,469,397$755,8023.36%2.22%2.33%(0.11)%
For the Quarter Ended December 31, 2021$11,477,331$66,5982.32%0.09%0.16%(0.07)%
For the Quarter Ended September 30, 2021$11,902,369$71,1142.39%0.09%0.13%(0.04)%
For the Quarter Ended June 30, 2021$12,422,089$79,6512.56%0.10%0.16%(0.06)%
For the Quarter Ended March 31, 2021$13,148,481$106,9903.25%0.12%0.20%(0.08)%

(1) Includes effect of realized losses on interest rate swaps.

Average interest-bearing liabilities decreased by $3.6 billion for the year ended December 31, 2021, as compared to the same period of 2020. Economic interest expense decreased by $191 million for the year ended December 31, 2021, as compared to the same period of 2020. The decrease in average interest-bearing liabilities and Economic interest expense during the year ended December 31, 2021 as compared to the same period of 2020, is a result of the decrease in the amount of our secured financing agreements, the decrease in average one-month and three-month LIBOR, and replacing our higher cost securitized debt with lower cost securitized debt. While we may use interest rate hedges to mitigate changes in interest rate risks, the hedges may not fully offset interest expense movements.

Provision for Credit Losses

For the year ended December 31, 2021 and 2020, we recorded a net increase in provision of credit losses of $33 thousand and $180 thousand, respectively. The increase in the allowance for credit losses for the year ended December 31, 2021 and 2020, is primarily due to increases in expected losses and delinquencies. In addition, certain Non-Agency RMBS positions, which had previously been in an unrealized gain position as of the prior year-end, are now in an unrealized loss position as of the end of the current period due to the decline in fair value. These Non-Agency RMBS positions now in an unrealized loss have resulted in the recognition of an allowance for credit losses which was previously limited by unrealized gains on these investments.

Net Gains (losses) on derivatives

We did not have any derivative positions during the year ended December 31, 2021. Our interest rate swaps are primarily used to economically hedge the effects of changes in interest rates on our portfolio, specifically our secured financing agreements. Therefore, we included the periodic interest costs of the interest rate swaps for the year ended December 31, 2020 on these economic hedges in our presentation of Economic net interest income and our net interest spreads. As we do not account for these as hedges for GAAP presentation, we present these gains and losses separately in the Consolidated Statements of Operations. We had no net gains (losses) on derivatives instruments for the year ended December 31, 2021. We had net losses of $304 million on derivative instruments for the year ended December 31, 2020.

The net gains and losses on our derivatives include both unrealized and realized gains and losses. Realized gains and losses include the net cash paid and received on our interest rate swaps during the period as well as sales and settlements of our Treasury Futures and swaptions. All of our interest rate swaps pay a fixed rate of interest and receive a floating rate of interest. Therefore, as the floating rate leg of the swap declines, the fair value of the interest rate swaps also declines.

Unrealized gains and losses include the change in market value, period over period, on our derivatives portfolio, including reversals of any mark-to-market losses taken on derivatives in prior periods upon settlement. We paid $464 million to terminate interest rate swaps with a notional value of $4.1 billion during the year ended December 31, 2020. The terminated swaps had original maturities from 2023 to 2048. We closed our short Treasury futures positions during the first quarter of 2020. We had net realized losses of $35 million on our short Treasury futures positions for the year ended December 31, 2020. The realized loss on Treasury futures was driven by the declines in interest rates which reduces the value of our short Treasury futures. Treasury futures are not included in our Economic interest expense and Economic net interest income.

Net Unrealized Gains (Losses) on Financial Instruments at Fair Value

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The continued recovery of financial markets during the year, as well as the relatively lower interest rates, stronger housing price appreciation and tightening of credit spreads with a slight moderation at the end of the year helped asset pricing, primarily in our Non-Agency and Loans held for investment portfolios. We recorded Net unrealized gains on financial instruments at fair value of $437 million for the year ended December 31, 2021, as compared to the Net unrealized losses on financial instruments at fair value of $111 million for the year ended December 31, 2020.

Gains and Losses on Sales of Assets and Extinguishment of Securitized Debt

We do not forecast sales of investments as we generally expect to invest for long term gains. However, from time to time, we may sell assets to create liquidity necessary to pursue new opportunities, achieve targeted leverage ratios as well as for gains when prices indicate a sale is most beneficial to us, or is the most prudent course of action to maintain a targeted risk adjusted yield for our investors.

In response to the disruptions in the financial market and to strengthen our liquidity position, we sold all of our Agency RMBS portfolio and reduced our Agency CMBS and Non-Agency RMBS during 2020. Additionally, we sold some of our Agency CMBS and Non-Agency RMBS investments during the year ended December 31, 2021. For the years ended December 31, 2021 and 2020, we had net realized gains on sales of investments of $45 million and $167 million, respectively.

When we acquire our outstanding securitized debt, we extinguish the outstanding debt and recognize a gain or loss based on the difference between the carrying value of the debt and the cost to acquire the debt which is reflected in the Consolidated Statements of Operations as a gain or loss on extinguishment of debt.

During the year ended December 31, 2021, we acquired securitized debt collateralized by Non-Agency RMBS with an amortized cost balance of $370 thousand for $478 thousand. This transaction resulted in net loss on extinguishment of debt of $108 thousand. We did not acquire any securitized debt collateralized by Non-Agency RMBS during the year ended December 31, 2020.

During the year ended December 31, 2021, we acquired securitized debt collateralized by Loans held for investment with an amortized cost balance of $3.9 billion for $4.2 billion. This transaction resulted in net loss on extinguishment of debt of $259 million. During the year ended December 31, 2020, we acquired securitized debt collateralized by Loans held for investment with an amortized cost balance of $785 million for $784 million. This transaction resulted in a net gain on extinguishment of debt of $1 million.

Long Term Debt Expense

As of December 31, 2021, approximately $358 million of the our 7.00% Convertible Senior Notes due 2023, or the Notes, have been converted into approximately 55 million shares of our common stock. During the year ended December 31, 2021, we acquired $16 million of the Notes for $37 million, this transaction resulted in a loss on extinguishment of debt of $21 million. As of December 31, 2021 there was no outstanding principal amount, unamortized deferred debt issuance cost and accrued interest payable on the Notes. As of December 31, 2020, the outstanding principal amount of these Notes was $53 million, unamortized deferred debt issuance cost was $1 million, and accrued interest payable was $1 million. The net interest expense for the year ended December 31, 2021 and 2020 was $2 million and $7 million, respectively.

Compensation, General and Administrative Expenses and Transaction Expenses

The table below shows our total compensation and benefit expense, general and administrative, or G&A expenses, and transaction expenses as compared to average total assets and average equity for the periods presented.

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Total Compensation, G&A and Transaction ExpensesTotal Compensation, G&A and Transaction Expenses/Average AssetsTotal Compensation, G&A and Transaction Expenses/Average Equity
(Ratios have been annualized, dollars in thousands)
For The Year Ended December 31, 2021$98,9250.61%2.67%
For The Year Ended December 31, 2020$82,7930.41%2.29%
For The Year Ended December 31, 2019$83,7230.30%2.14%
For the Quarter Ended December 31, 2021$21,2750.54%2.24%
For the Quarter Ended September 30, 2021$21,4260.54%2.29%
For the Quarter Ended June 30, 2021$21,1480.52%2.35%
For the Quarter Ended March 31, 2021$35,0740.82%3.82%

Compensation and benefit costs were approximately $47 million and $45 million for the years ended December 31, 2021 and 2020, respectively. The increase in compensation and benefit costs were primarily driven by employee severance expense.

G&A expenses were approximately $22 million and $23 million for the years ended December 31, 2021 and 2020, respectively. The G&A expenses are primarily comprised of legal, market data and research, auditing, consulting, information technology, and independent investment consulting expenses.

We incurred transaction expenses in relation to securitizations of $30 million and $15 million for the years ended December 31, 2021 and 2020, respectively. The increase in transaction expenses for the year ended December 31, 2021 is driven by higher call and securitization activity as compared to the same period of 2020.

Servicing and Asset Manager Fees

Servicing fees and asset manager expenses were $37 million and $40 million for the years ended December 31, 2021 and 2020, respectively. These servicing fees are primarily related to the servicing costs of the whole loans held in consolidated securitization vehicles and are paid from interest income earned by the VIEs. The servicing fees generally range from 11 to 50 basis points of unpaid principal balances of our consolidated VIEs.

Earnings available for distribution

Commencing in the third quarter of 2021, we no longer report our non-GAAP measure of core earnings (and by calculation, core earnings per adjusted diluted common share). Instead, we are reporting the new measure Earnings available for distribution (and by calculation, earnings available for distribution per adjusted diluted common share).

Earnings available for distribution is a non-GAAP measure and is defined as GAAP net income excluding unrealized gains or losses on financial instruments carried at fair value with changes in fair value recorded in earnings, realized gains or losses on the sales of investments, gains or losses on the extinguishment of debt, interest expense on long term debt, changes in the provision for credit losses, and transaction expenses incurred. In addition, stock compensation expense charges incurred on awards to retirement eligible employees is reflected as an expense over a vesting period (36 months) rather than reported as an immediate expense.

As defined, Earnings available for distribution is the economic net interest income, as defined previously, reduced by compensation and benefits expenses (adjusted for awards to retirement eligible employees), general and administrative expenses, servicing and asset manager fees, income tax benefits or expenses incurred during the period, as well as the preferred dividend charges. We view Earnings available for distribution as a consistent measure of our investment portfolio's ability to generate income for distribution to common stockholders. Earnings available for distribution is one of the metrics, but not the exclusive metric, that our board of directors uses to determine the amount, if any, of dividends on our common stock. In addition, Earnings available for distribution is different than REIT taxable income and the determination of whether we have met the requirement to distribute at least 90% of our annual REIT taxable income (subject to certain adjustments) to our stockholders in order to maintain qualification as a REIT is not based on Earnings available for distribution. Therefore, Earnings available for distribution should not be considered as an indication of our REIT taxable income, a guaranty of our ability to pay dividends, or as a proxy for the amount of dividends we may pay, because Earnings available for distribution excludes certain items that impact our cash needs. We believe Earnings available for distribution as described above helps us and investors evaluate our financial performance period over period without the impact of certain transactions. Therefore, Earnings available for distribution should not be viewed in isolation and is not a substitute for net income or net income per basic share computed in accordance with GAAP. In addition, our methodology for calculating Earnings available for distribution may differ from the methodologies employed by other REITs to calculate the same or similar supplemental

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performance measures, and accordingly, our Earnings available for distribution may not be comparable to the Earnings available for distribution reported by other REITs.

The following table provides GAAP measures of net income and net income per diluted share available to common stockholders for the periods presented and details with respect to reconciling the line items to Earnings available for distribution and related per average diluted common share amounts. Earnings available for distribution is presented on an adjusted dilutive shares basis. Certain prior period amounts have been reclassified to conform to the current period's presentation.

For the Year Ended
December 31, 2021December 31, 2020December 31, 2019
(dollars in thousands, except per share data)
GAAP Net income available to common stockholders596,35015,104340,847
Adjustments:
Net unrealized (gains) losses on financial instruments at fair value(437,357)110,664(409,634)
Net realized (gains) losses on sales of investments(45,313)(166,946)(20,360)
(Gains) losses on extinguishment of debt283,55654,418(9,318)
Interest expense on long term debt2,2747,083
Increase (decrease) in provision for credit losses/OTTI331804,853
Net unrealized (gains) losses on derivatives(201,000)106,209
Net realized (gains) losses on derivatives - Futures(1)34,70037,032
Realized (gains) losses on terminations of interest rate swaps463,966359,726
Transaction Expenses29,85615,06810,928
Stock Compensation expense for retirement eligible rewards(432)4141,199
Earnings available for distribution428,967333,651421,482
GAAP net income per diluted common share$2.44$0.07$1.81
Earnings available for distribution per adjusted diluted common share$1.78$1.46$2.24

(1) Included in net realized gains (losses) on derivatives in the Consolidated

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted average adjusted diluted shares used for Earnings available for distribution for the years ended December 31, 2021, 2020 and 2019.

For the Years Ended
December 31, 2021December 31, 2020December 31, 2019
Weighted average diluted shares - GAAP245,496,926226,438,341188,406,444
Conversions from Convertible Debt14,259,495
Non-participating Warrants(5,070,543)(11,415,711)
Adjusted weighted average diluted shares - Earnings available for distribution240,426,383229,282,125188,406,444

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For the Quarters Ended
December 31, 2021September 30, 2021June 30, 2021March 31, 2021December 31, 2020
(dollars in thousands, except per share data)
GAAP Net income (loss) available to common stockholders$(718)$313,030$144,883$139,153$128,797
Adjustments:
Net unrealized (gains) losses on financial instruments at fair value108,286(239,524)(36,108)(270,012)(61,379)
Net realized (gains) losses on sales of investments(7,517)(37,796)329
(Gains) losses on extinguishment of debt(980)25,62221,777237,137(919)
Interest expense on long term debt2389591,0761,197
Increase (decrease) in provision for credit losses92(386)453(126)13
Transaction expenses4,2413,4325,74516,4373,827
Stock Compensation expense for retirement eligible awards(363)(365)(361)661(225)
Earnings available for distribution$110,558$102,047$129,831$86,530$71,640
GAAP net income (loss) per diluted common share$(0.00)$1.30$0.60$0.54$0.49
Earnings available for distribution per adjusted diluted common share$0.46$0.42$0.54$0.36$0.29

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted-average adjusted diluted shares used for Earnings available for distribution for the periods reported below.

For the Quarters Ended
December 31, 2021 (1)September 30, 2021June 30, 2021March 31, 2021December 31, 2020
Weighted average diluted shares - GAAP239,568,905240,362,602241,739,536261,435,081264,882,701
Conversions from Convertible Debt
Non-participating Warrants(20,282,173)(20,278,970)
Adjusted weighted average diluted shares - Earnings available for distribution239,568,905240,362,602241,739,536241,152,908244,603,731

(1) Includes weighted average dilutive shares - GAAP of 236,896,212 shares and 2,672,393 of potentially dilutive shares related to restricted stock units and performance stock units excluded from the computation of weighted average GAAP diluted shares because their effect would have been anti-dilutive given the net loss available to common shareholders for the quarter-ended December 31, 2021.

Our Earnings available for distribution for the year ended December 31, 2021 were $429 million, or $1.78 per average diluted common share, and increased by $95 million, or $0.32 per average diluted common share, as compared to $334 million, or $1.46 per average diluted common share, for the year ended December 31, 2020. The increase in Earnings available for distribution was driven by lower interest expense driven by lower financing rate on our securitized debt and secured financing agreements and higher net interest income due to prepayment penalties and early paydowns during the year ended December 31, 2021 as compared to the same period of 2020.

Net Income (Loss) and Return on Total Stockholders' Equity

The table below shows our Net Income and Economic net interest income as a percentage of average stockholders' equity and Earnings available for distribution as a percentage of average common stockholders' equity. Return on average equity is defined as our GAAP net income (loss) as a percentage of average equity.  Average equity is defined as the average of our beginning and ending stockholders' equity balance for the period reported. Economic net interest income and Earnings available for distribution are non-GAAP measures as defined in previous sections.

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Return on Average EquityEconomic Net Interest Income/Average Equity *Earnings available for distribution/Average Common Equity
(Ratios have been annualized)
For the Year Ended December 31, 202118.05%16.52%15.42%
For the Year Ended December 31, 20202.46%14.21%12.43%
For the Year Ended December 31, 201910.56%15.26%13.93%
For the Quarter Ended December 31, 20211.87%16.30%15.45%
For the Quarter Ended September 30, 202135.47%15.99%14.54%
For the Quarter Ended June 30, 202118.16%19.24%19.47%
For the Quarter Ended March 31, 202117.16%14.82%12.62%

* Includes effect of realized losses on interest rate swaps and excludes long term debt expense.

Return on average equity increased by 1,559 basis points for the year ended December 31, 2021, as compared to the same period of 2020. This increase is driven primarily by higher unrealized asset pricing gains on our financial instruments, lower financing rate on our securitized debt and secured financing agreements, and prepayment penalties and early paydowns received during the year ended December 31, 2021 as compared to the same period of 2020. Economic net interest income as a percentage of average equity increased by 231 basis points for the year ended December 31, 2021 compared to the year ended December 31, 2020. Earnings available for distribution as a percentage of average common equity increased by 299 basis points for the year ended December 31, 2021 compared to the same period of 2020. This increase in Earnings available for distribution as a percentage of average common equity for the year ended December 31, 2021 as compared to the same period of 2020, was primarily driven by a decrease in interest expense driven by lower financing rates on secured debt and secured financing agreements and higher net interest income due to prepayment penalties and early paydowns received.

Financial Condition

Portfolio Review

During the year ended December 31, 2021, the financial markets showed signs of improvement from the disruptions driven by the COVID-19 pandemic during the previous year. We focused our efforts on reducing the cost of funding by calling and resecuritizing certain of our higher rate debt with lower rates available in the financing markets. During the year ended December 31, 2021, on an aggregate basis, we purchased $3.1 billion of investments, sold $1.9 billion of investments and received $3.7 billion in principal payments related to our Agency MBS, Non-Agency RMBS and Loans held for investment portfolio.

The following table summarizes certain characteristics of our portfolio at December 31, 2021 and December 31, 2020.

December 31, 2021December 31, 2020
Interest earning assets at period-end (1)$14,893,829$17,093,949
Interest bearing liabilities at period-end$11,075,655$13,513,580
GAAP Leverage at period-end3.0:13.6:1
GAAP Leverage at period-end (recourse)0.9:11.2:1

(1) Excludes cash and cash equivalents.

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December 31, 2021December 31, 2020December 31, 2021December 31, 2020
Portfolio CompositionAmortized CostFair Value
Non-Agency RMBS10.1%10.2%12.1%12.6%
Senior4.5%5.0%6.5%7.5%
Subordinated4.2%3.6%4.4%3.6%
Interest-only1.4%1.6%1.2%1.5%
Agency RMBS0.8%0.7%0.4%0.5%
Pass-through%%%%
Interest-only0.8%0.7%0.4%0.5%
Agency CMBS5.3%10.0%5.2%10.2%
Project loans4.2%9.9%4.2%10.0%
Interest-only1.1%0.1%1.0%0.2%
Loans held for investment83.8%79.1%82.3%76.7%
Fixed-rate percentage of portfolio95.4%94.9%94.4%93.2%
Adjustable-rate percentage of portfolio4.6%5.1%5.6%6.8%

GAAP leverage at period-end is calculated as a ratio of our secured financing agreements and securitized debt liabilities over GAAP book value. GAAP recourse leverage is calculated as a ratio of our secured financing agreements over stockholders equity.

The following table presents details of each asset class in our portfolio at December 31, 2021 and December 31, 2020. The principal or notional value represents the interest income earning balance of each class. The weighted average figures are weighted by each investment’s respective principal/notional value in the asset class.

December 31, 2021
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency Mortgage-Backed Securities
Senior$1,283,788$48.02$76.784.5%18.0%14.1%14.6%1.6%1.9%23.6%2.8%
Subordinated$845,432$68.10$77.123.8%7.1%18.6%19.3%0.2%0.5%28.9%3.6%
Interest-only$3,904,665$4.90$4.421.7%13.2%22.2%25.5%1.0%1.8%23.4%%
Agency RMBS
Interest-only$992,978$10.37$6.091.3%0.3%25.6%26.6%N/AN/AN/AN/A
Agency CMBS
Project loans$560,565$101.77$109.614.3%4.1%%%N/AN/AN/AN/A
Interest-only$2,578,640$5.70$5.690.7%4.6%14.0%30.9%N/AN/AN/AN/A
Loans held for investment$11,519,255$99.22$106.585.5%4.9%16.1%15.0%0.9%0.4%50.5%N/A

(1) Bond Equivalent Yield at period-end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

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December 31, 2020
Principal or Notional Value at Period-End (dollars in thousands)Weighted Average Amortized Cost BasisWeighted Average Fair ValueWeighted Average CouponWeighted Average Yield at Period-End (1)Weighted Average 3 Month Prepay Rate at Period-EndWeighted Average 12 Month Prepay Rate at Period-EndWeighted Average 3 Month CDR at Period-EndWeighted Average 12 Month CDR at Period-EndWeighted Average Loss Severity(2)Weighted Average Credit Enhancement
Non-Agency Mortgage-Backed Securities
Senior$1,560,136$50.65$81.904.5%16.9%13.4%11.0%2.8%2.9%47.2%2.8%
Subordinated$905,674$62.46$67.433.8%6.3%16.0%12.5%0.8%0.7%22.1%3.3%
Interest-only$5,628,240$4.43$4.661.5%16.2%27.3%23.0%2.1%1.8%27.8%%
Agency RMBS
Interest-only$1,262,963$9.41$7.181.7%1.6%23.8%20.6%N/AN/AN/AN/A
Agency CMBS
Project loans$1,527,621$101.81$112.234.1%3.8%%%N/AN/AN/AN/A
Interest-only$1,326,665$1.78$1.950.6%8.4%10.0%8.0%N/AN/AN/AN/A
Loans held for investment$12,640,195$98.69$103.855.6%5.2%11.9%9.7%0.9%1.2%39.6%N/A

(1) Bond Equivalent Yield at period- end. Weighted Average Yield is calculated using each investment's respective amortized cost.

(2) Calculated based on reported losses to date, utilizing widest data set available (i.e., life-time losses, 12-month loss, etc.)

Based on the projected cash flows for our Non-Agency RMBS that are not of high credit quality, a portion of the original purchase discount is designated as Accretable Discount, which reflects the purchase discount expected to be accreted into interest income, and a portion is designated as Non-Accretable Difference, which represents the contractual principal on the security that is not expected to be collected. The amount designated as Non-Accretable Difference may be adjusted over time, based on the actual performance of the security, its underlying collateral, actual and projected cash flow from such collateral, economic conditions and other factors. If the performance of a security is more favorable than previously estimated, a portion of the amount designated as Non-Accretable Difference may be transferred to accretable discount and accreted into interest income over time. Conversely, if the performance of a security is less favorable than previously estimated, a provision for credit loss may be recognized resulting in an increase in the amounts designated as Non-Accretable Difference.

The following table presents changes to Accretable Discount (net of premiums) as it pertains to our Non-Agency RMBS portfolio, excluding premiums on interest-only investments, during the previous five quarters.

For the Quarters Ended
(dollars in thousands)
Accretable Discount (Net of Premiums)December 31, 2021September 30, 2021June 30, 2021March 31, 2021December 31, 2020
Balance, beginning of period$352,545$338,024$358,562$409,690$422,981
Accretion of discount(22,172)(21,820)(37,986)(24,023)(21,281)
Purchases1,995(3,453)758
Sales and deconsolidation(17,123)(41,651)98
Transfers from/(to) credit reserve, net3,17334,34638,02414,5467,134
Balance, end of period$333,546$352,545$338,024$358,562$409,690

We invest a significant majority of our capital in pools of Non-Agency RMBS and Loans held for investment. These investments carry risk for credit losses. As we are exposed to risk for credit losses, it is important for us to closely monitor credit losses incurred, as well as how expectations of credit losses are expected to change. We estimate future credit losses based on historical experience, market trends, current delinquencies as well as expected recoveries. The net present value of these expected credit losses can change, sometimes significantly from period to period as new information becomes available. When credit loss experience and expectations improve, we will collect more principal on our investments. If credit loss experience deteriorates, we will collect less principal on our investments. The favorable or unfavorable changes in credit losses are reflected in the yield on our investments in mortgage loans and recognized in earnings over the remaining life of our investments. The following table presents changes to net present value of expected credit losses for our Non-Agency RMBS and Loans held for investment portfolios during the previous five quarters. Gross losses are discounted at the rate used to amortize any discounts or premiums on our investments into income. A decrease (negative balance) in the "Increase/(decrease)" line item in the tables below represents a favorable change in expected credit losses. An increase (positive balance) in the "Increase/(decrease)" line item in the tables below represents an unfavorable change in expected credit losses.

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For the Quarters Ended
(dollars in thousands)
Non-Agency RMBSDecember 31, 2021September 30, 2021June 30, 2021March 31, 2021December 31, 2020
Balance, beginning of period$107,686$129,053$133,607$157,527$163,369
Realized losses(987)(229)(2,482)(3,927)(4,984)
Accretion2,9283,3743,4664,1524,242
Purchased losses1,0063,0664,007
Sold losses(678)(733)(2,928)
Increase/(decrease)(3,387)(25,518)(7,926)(23,412)(6,179)
Balance, end of period$106,240$107,686$129,053$133,607$157,527
For the Quarters Ended
(dollars in thousands)
Loans held for investmentDecember 31, 2021September 30, 2021June 30, 2021March 31, 2021December 31, 2020
Balance, beginning of period$340,431$420,323$448,763$511,190$536,016
Realized losses(8,368)(7,641)(13,244)(8,512)(14,373)
Accretion4,0744,4874,7953,4205,702
Increase/(decrease) (1)32,891(76,738)(19,991)(57,335)(16,155)
Balance, end of period$369,028$340,431$420,323$448,763$511,190

(1) Increase/(decrease) includes any additional losses from acquisitions of loan pools during the quarter.

Liquidity and Capital Resources

General

Liquidity measures our ability to meet cash requirements, including ongoing commitments to repay our borrowings, purchase RMBS, residential mortgage loans and other assets for our portfolio, pay dividends and other general business needs. Our principal sources of capital and funds for additional investments primarily include earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities including warehouse facilities, and proceeds from equity or other securities offerings.

As discussed throughout this Annual Report on Form 10-K, the financial markets have continued to show improvements with continued declines in unemployment rates and a strong real estate market. During the year ended December 31, 2021, we observed price appreciation in our Loans held for investment portfolio and Non-Agency RMBS portfolios as delinquency rates continued to drop from prior year highs. Despite improving conditions, there is still significant uncertainty and risks related to the COVID-19 pandemic and potentially new, more infectious variants. If infection rates become more pronounced, we may experience an adverse impact on our liquidity. See the “Market Conditions and our Strategy” section of this “Part II. Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations” and related “Special Note Regarding Forward-Looking Statements” for more information on how the COVID-19 pandemic may impact our liquidity and capital resources. As discussed in greater detail above in “Part II. Item - 7 Management's Discussion and Analysis of Financial Condition and Results of Operations - Market Conditions and our Strategy,” we have sought longer-term, more durable financing since 2020 to reduce our risk to margin calls related to shorter-term repurchase financing.

Our ability to fund our operations, meet financial obligations and finance target asset acquisitions may be impacted by our ability to secure and maintain our master secured financing agreements, warehouse facilities and secured financing agreements facilities with our counterparties. Because secured financing agreements and warehouse facilities are short-term commitments of capital, lenders may respond to market conditions making it more difficult for us to renew or replace on a continuous basis our maturing short-term borrowings and have and may continue to impose more onerous conditions when rolling forward such financings. If we are not able to renew our existing facilities or arrange for new financing on terms acceptable to us, or if we default on our covenants or are otherwise unable to access funds under our financing facilities or if we are required to post more collateral or face larger haircuts, we may have to curtail our asset acquisition activities and dispose of assets.

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To meet our short term (one year or less) liquidity needs, we expect to continue to borrow funds in the form of secured financing agreements and, subject to market conditions, other types of financing. The terms of the secured financing transaction borrowings under our master secured financing agreement generally conform to the terms in the standard master secured financing agreement as published by the Securities Industry and Financial Markets Association, or SIFMA, or similar market accepted agreements, as to repayment and margin requirements. In addition, each lender typically requires that we include supplemental terms and conditions to the standard master secured financing agreement. Typical supplemental terms and conditions include changes to the margin maintenance requirements, net asset value, required haircuts or the percentage that is subtracted from the value of MBS that collateralizes the financing, purchase price maintenance requirements, and requirements that all disputes related to the secured financing agreement be litigated or arbitrated in a particular jurisdiction. These provisions may differ for each of our lenders.

Based on our current portfolio, leverage ratio and available borrowing arrangements, we believe our assets will be sufficient to enable us to meet anticipated short-term liquidity requirements. If our cash resources are insufficient to satisfy our liquidity requirements, we may have to sell additional investments, potentially at a loss, issue debt or additional common or preferred equity securities.

To meet our longer-term liquidity needs (greater than one year), we expect our principal sources of capital and funds to continue to be provided by earnings, principal paydowns and sales from our investments, borrowings under securitizations and re-securitizations, secured financing agreements and other financing facilities, as well as proceeds from equity or other securities offerings.

In addition to the principal sources of capital described above, we may enter into warehouse facilities and use longer dated structured secured financing agreements. The use of any particular source of capital and funds will depend on market conditions, availability of these facilities, and the investment opportunities available to us.

Current Period

We held cash and cash equivalents of approximately $386 million and $269 million at December 31, 2021 and December 31, 2020, respectively. As a result of our operating, investing and financing activities described below, our cash position increased

by $117 million from December 31, 2020 to December 31, 2021.

Our operating activities provided net cash of approximately $519 million and $258 million for the years ended December 31, 2021 and 2020, respectively. The cash flows from operations were primarily driven by interest received in excess of interest paid of $681 million during the year ended December 31, 2021. For the year ended December 31, 2020 interest received net of interest paid was $590 million. In addition, during the year ended December 31, 2020 we used cash of $464 million for payments on swap terminations, which was offset by cash received for derivative margin of $326 million.

Our investing activities provided cash of $2.5 billion and $8.3 billion for the years ended December 31, 2021 and 2020, respectively. During the year ended December 31, 2021, we received cash from sale of investments of $1.9 billion primarily consisting of Loans held for investment of $1.7 billion and principal repayments on our Agency MBS, Non-Agency RMBS, and Loans held for investment of $3.7 billion. This cash provided was offset in part by cash used on investment purchases of $3.1 billion, primarily consisting of Loans held for investment of $2.9 billion and Agency CMBS funding of $217 million. During the year ended December 31, 2020, we received cash from sale of primarily Agency MBS investments of $7.2 billion, and principal repayments on our Agency MBS, Non-Agency RMBS, and Loans held for investments of $2.9 billion. This cash provided was offset in part by cash used on investment purchases of $3.0 billion, consisting of $2.6 billion in purchases of Loans held for investments, $433 million in Agency CMBS funding, and $33 million in Non-Agency RMBS purchases.

Our financing activities used cash of $3.0 billion and $8.4 billion for the years ended December 31, 2021 and 2020, respectively. During the year ended December 31, 2021, our financing efforts were focused on taking advantage of a low interest rate environment to collapse and securitize debt borrowings that significantly reduce our cost of funding. During the year ended December 31, 2021, we primarily used cash for repayment of principal on our securitized debt of $6.5 billion, net payments on our secured financing agreements of $1.4 billion, settlement of warrants of $221 million, and paid common and preferred dividends of $372 million. This cash paid was offset in part by cash received for securitized debt collateralized by loans issuance of $5.5 billion. During the year ended December 31, 2020, we used cash for net payments on our secured financing agreements of $8.8 billion, repayment of principal on our securitized debt of $2.6 billion, and paid common and preferred dividends of $396 million. This cash paid was offset in part by cash received for securitized debt collateralized by loans issuance of $3.0 billion and convertible debt issuance of $361 million.

Our recourse leverage was 0.9:1 and 1.2:1 at December 31, 2021 and at December 31, 2020, respectively. The reduction in recourse leverage was a result of our continuing efforts to de-lever our financial position reducing our secured financing

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agreements liability. Our recourse leverage excludes the securitized debt which can only be repaid from the proceeds on the assets securing this debt in their respective VIEs. Our recourse leverage is presented as a ratio of our secured financing agreements, which are recourse to our assets and our equity.

At December 31, 2021 and 2020, the remaining maturities and borrowing rates on our RMBS and loan secured financing agreements were as follows.

December 31, 2021December 31, 2020
(dollars in thousands)
Principal (1)Weighted Average Borrowing RatesRange of Borrowing RatesPrincipal (1)Weighted Average Borrowing RatesRange of Borrowing Rates
Overnight$NA—% - —%$NANA
1 to 29 days1,018,6700.73%0.11% - 1.95%1,521,1340.38%0.20% - 2.72%
30 to 59 days379,0311.66%1.55% - 1.70%481,2574.35%2.42% - 6.61%
60 to 89 days342,7901.86%0.90% - 2.35%352,6842.78%1.34% - 6.30%
90 to 119 days67,8401.66%1.66% - 1.66%301,9947.97%7.97% - 7.97%
120 to 180 days157,9441.38%0.95% - 1.45%595,9005.29%2.40% - 6.26%
180 days to 1 year895,2103.70%1.95% - 4.38%345,2043.60%3.25% - 4.50%
1 to 2 years143,2393.05%3.05% - 3.05%NANA
2 to 3 yearsNANA642,6964.91%1.65% - 7.00%
Greater than 3 years256,8895.56%5.56% - 5.56%395,9785.56%5.56% - 5.56%
Total$3,261,6132.30%$4,636,8473.41%

(1) The values for secured financing agreements in the table above is net of $3 million and $8 million of deferred financing cost as of December 31, 2021 and December 31, 2020, respectively.

Average remaining maturity of Secured financing agreements secured by:
December 31, 2021December 31, 2020
Agency RMBS (in thousands)4 Days12 days
Agency CMBS (in thousands)13 Days11 days
Non-Agency RMBS and Loans held for investment (in thousands)257 Days458 days

We collateralize the secured financing agreements we use to finance our operations with our MBS investments and mortgage loans held in trusts controlled by us. Our counterparties negotiate a ‘haircut’, which is the difference expressed in percentage terms between the fair value of the collateral and the amount the counterparty will lend to us, when we enter into a financing transaction. The size of the haircut reflects the perceived risk and market volatility associated with holding the MBS by the lender. The haircut provides lenders with a cushion for daily market value movements that reduce the need for a margin call to be issued or margin to be returned as normal daily increases or decreases in MBS market values occur. Haircuts have stabilized, or even declined, during 2021 as markets have continued to show improvement and liquidity has become more available. At December 31, 2021, the weighted average haircut on our remaining secured financing agreements collateralized by Agency RMBS IOs was 15.0%, Agency CMBS was 6.7% and Non-Agency RMBS and Loans held for investment was 27.9%. At December 31, 2020, the weighted average haircut on our remaining secured financing agreements collateralized by Agency RMBS IOs was 25.0%, Agency CMBS was 5.2% and Non-Agency RMBS and Loans held for investment was 31.8%.

The fair value of the Non-Agency MBS is more difficult to determine in current financial conditions, as well as more volatile period to period than Agency MBS, the Non-Agency MBS typically requires a larger haircut. In addition, when financing assets using standard form of SIFMA Master Repurchase Agreements, the counterparty to the agreement typically nets its exposure to us on all outstanding repurchase agreements and issues margin calls if movement of the fair values of the assets in the aggregate exceeds their allowable exposure to us. A decline in asset fair values could create a margin call or may create no margin call depending on the counterparty’s specific policy. In addition, counterparties consider a number of factors, including their aggregate exposure to us as a whole and the number of days remaining before the repurchase transaction closes prior to issuing a margin call. To minimize the risk of margin calls, as of December 31, 2021, we have entered into $1.2 billion of financing arrangements for which the collateral cannot be adjusted as a result of changes in market value, minimizing the risk of a margin call as a result in price volatility. We refer to these agreements as non mark-to-market (non-MTM) facilities. These non-MTM facilities generally have higher costs of financing, but lower the risk of a margin call which could result in sales of our assets at

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distressed prices. All non-MTM facilities are collateralized by non-agency RMBS collateral, which tends to have increased volatile price changes during periods of market stress. We believe these non-MTM facilities significantly reduce our financing risks. See Note 5 to our Consolidated Financial Statements for a discussion on how we determine the fair values of the RMBS collateralizing our secured financing agreements.

At December 31, 2021, the weighted average borrowing rates for our secured financing agreements collateralized by Agency RMBS IOs was 0.7%, Agency CMBS was 0.2% and Non-Agency MBS and Loans held for investment was 2.8%. At December 31, 2020, the weighted average borrowing rates for our secured financing agreements collateralized by Agency RMBS was 0.9%, Agency CMBS was 0.2%, and Non-Agency MBS and Loans held for investment was 4.8%.

The table below presents our average daily secured financing agreements balance and the secured financing agreements balance at each period end for the periods presented. Our balance at period-end tends to fluctuate from the average daily balances due to the adjusting of the size of our portfolio by using leverage.

PeriodAverage secured financing agreements balancesSecured financing agreements balance at period end
(dollars in thousands)
Year Ended December 31, 2021$3,937,929$3,261,613
Year Ended December 31, 2020$7,316,345$4,636,837
Year Ended December 31, 2019$14,492,386$13,427,545
Quarter End December 31, 2021$3,468,212$3,261,613
Quarter End September 30, 2021$3,824,615$3,788,336
Quarter End June 30, 2021$3,792,547$3,554,428
Quarter End March 31, 2021$4,560,057$4,045,912

We are not required to maintain any specific leverage ratio. We believe the appropriate leverage for the particular assets we are financing depends on the credit quality and risk of those assets. At December 31, 2021 and December 31, 2020, the carrying value of our total interest-bearing debt was approximately $11.1 billion and $13.5 billion, respectively, which represented a leverage ratio of approximately 3.0:1 and 3.6:1, respectively. We include our secured financing agreements and securitized debt in the numerator of our leverage ratio and stockholders’ equity as the denominator.

At December 31, 2021, we had secured financing agreements with 11 counterparties. All of our secured financing agreements are secured by Agency MBS, Non-Agency RMBS and Loans held for investment and cash. Under these secured financing agreements, we may not be able to reclaim our collateral but will still be obligated to pay our repurchase obligations. We mitigate this risk by ensuring our counterparties are highly rated. As of December 31, 2021 and December 31, 2020, we had $4.4 billion and $6.7 billion, respectively, of securities or cash pledged against our secured financing agreements obligations.

We expect to enter into new secured financing agreements at maturity. When we renew our secured financing agreements, there is a risk that we will not be able to renew them or obtain favorable interest rates and haircuts as a result of uncertainty in the market including, but not limited to, uncertainty as a result of the COVID-19 pandemic.

On October 30, 2021, all 5,800,000 issued and outstanding shares of Series A Preferred Stock with an outstanding liquidation preference of $145 million became callable at a redemption price equal to the liquidation preference plus accrued and unpaid dividends through, but not including, the redemption date. The dividend rate on shares of Series A Preferred Stock is 8.00% per annum.

Exposure to Financial Counterparties

We actively manage the number of secured financing agreements counterparties to reduce counterparty risk and manage our liquidity needs. The following table summarizes our exposure to our secured financing agreements counterparties at December 31, 2021:

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December 31, 2021
CountryNumber of CounterpartiesSecured Financing AgreementExposure (1)
(dollars in thousands)
United States72,183,494884,005
Japan1746,001206,789
Canada1218,85546,523
Netherlands157,0421,377
South Korea156,2212,812
Total11$3,261,613$1,141,506

(1) Represents the amount of securities and/or cash pledged as collateral to each counterparty less the aggregate of secured financing agreement and unrealized loss on swaps for each counterparty.

We regularly monitor our exposure to financing counterparties for credit risk and allocate assets to these counterparties based, in part, on the credit quality and internally developed metrics measuring counterparty risk. Our exposure to a particular counterparty is calculated as the excess collateral which is pledged relative to the secured financing agreement balance. If our exposure to our financing counterparties exceeds internally developed thresholds, we develop a plan to reduce the exposure to an acceptable level. At December 31, 2021, we did not have any exposure to a counterparty which exceeded 10% of our equity.

At December 31, 2021, we did not use credit default swaps or other forms of credit protection to hedge the exposures summarized in the table above.

Stockholders’ Equity

In February 2021, our Board of Directors increased the authorization of our share repurchase program, or the Repurchase Program, to $250 million. Such authorization does not have an expiration date, and at present, there is no intention to modify or otherwise rescind such authorization. Shares of our common stock may be purchased in the open market, including through block purchases, through privately negotiated transactions, or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Exchange Act. The timing, manner, price and amount of any repurchases will be determined at our discretion and the program may be suspended, terminated or modified at any time for any reason. Among other factors, we intend to only consider repurchasing shares of our common stock when the purchase price is less than the last publicly reported book value per common share. In addition, we do not intend to repurchase any shares from directors, officers or other affiliates. The program does not obligate us to acquire any specific number of shares, and all repurchases will be made in accordance with Rule 10b-18, which sets certain restrictions on the method, timing, price and volume of stock repurchases.

We repurchased approximately 161 thousand shares of our common stock at an average price of $11.39 per share for a total of $2 million during the year ended December 31, 2021. We repurchased approximately 1.4 million shares of our common stock at an average price of $15.34 per share for a total of $22 million during the year ended December 31, 2020. The approximate dollar value of shares that may yet be purchased under the Repurchase Program is $226 million as of December 31, 2021.

During the year ended December 31, 2021, we issued approximately 6 million shares of our common stock upon conversion of the $37 million Notes. During the year ended December 31, 2020, we issued approximately 49 million shares of our common stock upon conversion of the $321 million Notes. Additionally, we issued shares of our common stock as discussed below under “Restricted Stock Grants,” and a de minimis amount under our Dividend Reinvestment Plan.

We declared dividends to common shareholders of $308 million, or $1.29 per share, and $301 million, or $1.40 per share, during the years ended December 31, 2021 and 2020, respectively.

We declared dividends to Series A preferred stockholders of $12 million, or $2.00 per preferred share, during the years ended December 31, 2021 and 2020, respectively.

We declared dividends to Series B preferred stockholders of $26 million, or $2.00 per preferred share, during the years ended December 31, 2021 and 2020, respectively.

We declared dividends to Series C preferred stockholders of $20 million, or $1.937500 per preferred share, during the years ended December 31, 2021 and 2020, respectively.

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We declared dividends to Series D preferred stockholders of $16 million, or $2.00 per preferred share, during the years ended December 31, 2021 and 2020, respectively.

Restricted Stock Unit and Performance Share Unit Grants

Grants of Restricted Stock Units, or RSUs

During the year ended December 31, 2021 and 2020, we granted RSU awards to senior management. These RSU awards are designed to reward our senior management for services provided to us. Generally, the RSU awards vest equally over a three-year period beginning from the grant date and will fully vest after three years. For employees who are retirement eligible, defined as years of service to us plus age, is equal to or greater than 65, the service period is considered to be fulfilled and all grants are expensed immediately. The RSU awards are valued at the market price of our common stock on the grant date and generally the employees must be employed by us on the vesting dates to receive the RSU awards. We granted 393 thousand RSU awards during the year ended December 31, 2021, with a grant date fair value of $5 million, respectively. We granted 414 thousand RSU awards during the year ended December 31, 2020, with a grant date fair value of $5 million.

In addition, during the year ended December 31, 2021, we granted certain of our senior management 1 million RSU awards that vest in five equal tranches with one tranche vested immediately and the remaining four will vest equally over a four-year period. These additional RSUs are not subject to retirement eligible provisions and had a grant date fair value of $10 million.

Grants of Performance Share Units, or PSUs

PSU awards are designed to align compensation with our future performance. The PSU awards granted during the year ended December 31, 2021 and 2020, include a three-year performance period ending on December 31, 2023 and December 31, 2022, respectively. The final number of shares awarded will be between 0% and 200% of the PSUs granted based on our Economic Return compared to a peer group. Our three-year Economic Return is equal to our change in book value per common share plus common stock dividends. Compensation expense will be recognized on a straight-line basis over the three-year vesting period based on an estimate of our Economic Return in relation to the entities in the peer group and will be adjusted each period based on our best estimate of the actual number of shares awarded. During the year ended December 31, 2021, we granted 182 thousand PSU awards to senior management with a grant date fair value of $2 million. During the year ended December 31, 2020, we granted 173 thousand PSU awards to senior management with a grant date fair value of $3 million.

At December 31, 2021 and December 31, 2020, there were approximately 2.8 million and 2.1 million unvested shares of RSUs and PSUs issued to our employees, respectively.

Contractual Obligations and Commitments

The following tables summarize our contractual obligations at December 31, 2021 and December 31, 2020. The estimated principal repayment schedule of the securitized debt is based on expected cash flows of the residential mortgage loans or RMBS, as adjusted for expected principal write-downs on the underlying collateral of the debt.

December 31, 2021
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$2,861,485$143,239$256,889$$3,261,613
Securitized debt, collateralized by Non-Agency RMBS4,3742,361949827,766
Securitized debt at fair value, collateralized by Loans held for investment2,031,4452,886,2551,697,7601,145,9957,761,455
Interest expense on MBS secured financing agreements (1)7,6873521,2709,309
Interest expense on securitized debt (1)170,798223,316117,998101,367613,479
Total$5,075,789$3,255,523$2,074,866$1,247,444$11,653,622

(1) Interest is based on variable rates in effect as of December 31, 2021.

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December 31, 2020
(dollars in thousands)
Contractual ObligationsWithin One YearOne to Three YearsThree to Five YearsGreater Than or Equal to Five YearsTotal
Secured financing agreements$3,598,173$642,696$395,978$$4,636,847
Securitized debt, collateralized by Non-Agency RMBS13,55211,2291,58930526,675
Securitized debt at fair value, collateralized by Loans held for investment1,837,0552,819,6461,774,2732,170,2538,601,227
Interest expense on MBS secured financing agreements (1)19,1772,7432,01823,938
Interest expense on securitized debt (1)265,516364,443217,727270,0461,117,732
Total$5,733,473$3,840,757$2,391,585$2,440,604$14,406,419

(1) Interest is based on variable rates in effect as of December 31, 2020.

Not included in the table above are the unfunded construction loan commitments of $23 million and $106 million as of December 31, 2021 and December 31, 2020, respectively. We expect the majority of these commitments will be paid within one year and are reported under Payable for investments purchased in our Consolidated Statements of Financial Condition.

Capital Expenditure Requirements

At December 31, 2021 and December 31, 2020, we had no material commitments for capital expenditures.

Dividends

To maintain our qualification as a REIT, we must pay annual dividends to our stockholders of at least 90% of our taxable income (subject to certain adjustments). Before we pay any dividend, we must first meet any operating requirements and scheduled debt service on our financing facilities and other debt payable.

Critical Accounting Policies and Estimates

Accounting policies are integral to understanding our Management’s Discussion and Analysis of Financial Condition and Results of Operations. The preparation of financial statements in accordance with GAAP requires management to make certain judgments and assumptions, on the basis of information available at the time of the financial statements, in determining accounting estimates used in the preparation of these statements. Our significant accounting policies and accounting estimates are described in Note 2 to the Consolidated Financial Statements. Critical accounting policies are described in this section. An accounting policy is considered critical if it requires management to make assumptions or judgments about matters that are highly uncertain at the time the accounting estimate was made or require significant management judgment in interpreting the accounting literature. If actual results differ from our judgments and assumptions, or other accounting judgments were made, this could have a significant and potentially adverse impact on our financial condition, results of operations and cash flows. These critical accounting policies were developed by management, and reviewed by our auditors, prior to being presented to and discussed with the Audit Committee of the Board of Directors.

The accounting policies and estimates which we consider most critical relate to the recognition of revenue on our investments, including recognition of any losses, and the determination of fair value of our financial instruments.

The consolidated financial statements include, on a consolidated basis, our accounts, the accounts of our wholly-owned subsidiaries, and variable interest entities, or VIEs, for which we are the primary beneficiary. All significant intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although our estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be

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different than anticipated in those estimates, which could materially adversely impact our results of operations and our financial condition. Management has made significant estimates in several areas, including current expected credit losses of Non-Agency RMBS, valuation of Loans held for investments, Agency and Non-Agency MBS and interest rate swaps and income recognition on Loans held for investments and Non-Agency RMBS. Actual results could differ materially from those estimates.

Recognition of Revenue

We primarily invest in pools of mortgage loans. All mortgage loans are carried at fair value with changes in fair value recognized in earnings. Our investments in mortgage loans pay principal and interest which is accrued when due. We also invest in MBS representing interests in obligations backed by pools of mortgage loans. Our investments in MBS includes investments in both Agency MBS and Non-Agency MBS. We delineate between (1) Agency MBS and (2) Non-Agency RMBS as follows: The Agency MBS are mortgage pass-through certificates, collateralized mortgage obligations, or CMOs, and other RMBS representing interests in or obligations backed by pools of residential mortgage loans issued or guaranteed as to principal and/or interest repayment by agencies of the U.S. Government or federally chartered corporations such as Ginnie Mae, Freddie Mac or Fannie Mae. The Non-Agency RMBS are not issued or guaranteed by Fannie Mae, Freddie Mac, or Ginnie Mae and are therefore subject to credit risk. We also invests in Interest Only Agency MBS strips and Interest Only Non-Agency RMBS strips, or IO MBS strips. IO MBS strips represent our right to receive a specified proportion of the contractual interest flows of the collateral.

Income on our investments is recognized based on an effective interest rate we expect to earn over the life of the investment. The effective interest rate is determined based on the cost of the investment and the expectation of future cash flows. To determine the future cash flows, we estimate the amount and timing of principal and interest, referred to as the repayment rate, and our expectations of defaults on payments of principal and interest. These estimates require significant judgment which change over time as our expectations change due to changes in market conditions and changes in our investments as principal and interest, other cash flows or losses are experiences. These estimates are compared to actual results of the investment and other similar investments on a regular basis and updated as necessary. These comparisons may result in a favorable or unfavorable change in the effective interest rate expected to be collected. Any favorable or unfavorable changes are reflected as a change in income. Our estimates of the timing and amount of principal and interest, including our expectation of defaults on payments of principal and interest are critical to accurately reporting interest income.

Our accounting policies for recognition of interest income and current expected credit losses related to MBS investments are described in further detail in Note 2 of the consolidated financial statements.

Determination of Fair Value

Substantially all of our investments are carried at fair value. In accordance with current accounting guidance, fair value of our financial instruments represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the financial statement reporting date. We use internally developed models to determine fair value of our investments.

We determine the fair value of all of our Non-Agency RMBS investment securities, including Non-Agency represented as securitized debt, based on discounted cash flows utilizing an internal pricing model that incorporates factors such as coupon, repayment speeds, expected losses, expected loss severity, discount rates and other factors. Estimates of repayment speeds, expected losses and expected loss severity, require significant judgment and are based on what we believe a market participant would use to determine the cash flows. To corroborate that the estimates of fair values generated by these internal models are reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third party pricing services.

We estimate the fair value of our Loans held for investment consisting of seasoned subprime residential mortgage loans on a loan by loan basis using an internally developed model which compares the loan held by us with a loan currently offered in the market. The loan price is adjusted in the model by considering the loan factors which would impact the value of a loan. These loan factors include loan coupon as compared to coupon currently available in the market, FICO, loan-to-value ratios, delinquency history, owner occupancy, and property type, among other factors. A baseline is developed for each significant loan factor and adjusts the price up or down depending on how that factor for each specific loan compares to the baseline rate. Generally, the most significant impact on loan value is the loan interest rate as compared to interest rates currently available in the market and delinquency history. The determination of the baseline, the market expectation, requires significant judgment. To corroborate that the estimates of fair values generated by these internal models are reflective of current market prices, we compare the fair values generated by the model to non-binding independent prices provided by an independent third party pricing service.

To the extent the inputs used to estimate fair value are observable, the values would be categorized in Level 2 of the fair value hierarchy; otherwise they would be categorized as Level 3. Our fair value estimation process utilizes inputs other than quoted prices that are observed in the market. Our estimates are deemed to be significant to the fair value measurement process, which

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renders the resulting Non-Agency fair value estimates Level 3 inputs in the fair value hierarchy. Level 3 assets represent approximately 93% and 89% of total assets measured at fair value on a recurring basis as of December 31, 2021 and 2020, respectively. Level 3 liabilities represent approximately 100% of total liabilities measured at fair value on a recurring basis as of December 31, 2021 and 2020, respectively.

Our accounting policies for the determination of fair value of our investments are described in further detail in Note 2 and Note 5 of the consolidated financial statements.

Variable Interest Entities

VIEs are defined as entities in which equity investors (i) do not have the characteristics of a controlling financial interest, and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is known as its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly impact the VIE’s economic performance, and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. For VIEs’ that do not have substantial on-going activities, the power to direct the activities that most significantly impact the VIEs’ economic performance may be determined by an entity’s involvement with the design of the VIE.

Our Consolidated Statements of Financial Condition contain the assets and liabilities related to thirty consolidated variable interest entities or VIEs. Due to the non-recourse nature of these VIEs our net exposure to loss from investments in these entities is limited to our retained beneficial interests.

At December 31, 2021, we consolidated twenty-seven residential mortgage loan securitizations and three RMBS re-securitization transactions which are VIEs. The residential mortgage loan securitizations contain jumbo prime and Non-QM residential mortgage loans. The RMBS re-securitization transactions contain Non-Agency RMBS comprised of primarily first lien mortgages of 2005-2007 vintages.

Our determination to consolidate these thirty VIEs was significantly influenced by management’s judgment related to the activities that most significantly impact the economic performance of these entities and the identification of the party with the power over such activities. For the residential mortgage loan securitizations, we determined that our ability to remove the servicer without cause resulted in us having the power that most significantly impacts the economic performance of the VIE. For the three consolidated RMBS re-securitization transactions, we determined that no party has power over any ongoing activities of the entities and therefore the determination of the primary beneficiary should be based on involvement with the initial design of the entity. Since we transferred the RMBS to the securitization entities, we determined we had the power over the design of the entity, which resulted in us being considered the primary beneficiary. This determination was influenced by the amount of economic exposure to the financial performance of the entity and required a significant management judgment in determining that we should consolidate these three entities.

Due to the consolidation of these VIEs, our actual ownership interests in the securitization and re-securitizations have been eliminated in consolidation and the Consolidated Statements of Financial Condition reflect both the assets held and non-recourse debt issued to third parties by these VIEs. In addition, our operating results and cash flows include the gross amounts related to the assets and liabilities of the VIEs as opposed to the actual economic interests we own in these VIEs. Our interest in these VIEs is restricted to the beneficial interests we retained in these transactions. We are not obligated to provide any financial support to these VIEs.

Our Consolidated Statements of Financial Condition separately present: (i) our direct assets and liabilities, and (ii) the assets and liabilities of our consolidated securitization vehicles net of intercompany eliminations representing securities from the securitization trusts retained by us. Assets of all consolidated VIEs can only be used to satisfy the obligations of those VIEs, and the liabilities of consolidated VIEs are non-recourse to us.

We have aggregated all the assets and liabilities of the consolidated securitization vehicles due to our determination that these entities are substantively similar and therefore a further disaggregated presentation would not be more meaningful. The notes to our consolidated financial statements describe our direct assets and liabilities and the assets and liabilities of our consolidated securitization vehicles. See Note 9 to our consolidated financial statements for additional information related to our investments in VIEs.

Recent Accounting Pronouncements

Refer to Note 2 in the Notes to Consolidated Financial Statements for a discussion of accounting guidance we have recently adopted or expect to be adopted in the future.

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