Two Harbors completes 1-for-4 reverse stock split, cuts outstanding shares from 345M to 86M

TWO HARBORS INVESTMENT CORP.

Reverse stock split effective Nov 1, 2022; every 4 shares became 1, reducing outstanding shares from ~345M to ~86M.
Authorized common shares reduced from 700M to 175M; par value adjusted from $0.01 to $0.04 then back to $0.01.
Preferred stock series A, B, C unaffected; dividend rates and authorized shares unchanged.
Fractional shares settled in cash based on VWAP on NYSE on Nov 1, 2022.
Adjustments made to ATM offering (7.56M shares remaining), DRIP (825K), equity plans, and share repurchase program.

Key facts

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

TWO HARBORS INVESTMENT CORP.: Filed two Articles of Amendment effective November 1, 2022, to effect a one-for-four reverse stock split, adjust par value, and reduce authorized shares from 700 million to 175 million (effective 2022-11-01).

Change: charter amendment
Effective: 2022-11-01

Exact text from the filing

On October 27, 2022, Two Harbors Investment Corp. (the “Company”), in connection with the previously announced one-for-four reverse stock split (the “Reverse Stock Split”) of its outstanding shares of common stock, par value $0.01 per share, filed two Articles of Amendment to its charter (the “First Amendment” and the “Second Amendment”) with the Maryland State Department of Assessments and Taxation.

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Source: SEC EDGAR

accession 0001104659-22-113745

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