---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-064454"
form_type: "8-K"
ticker: "IVR"
cik: "0001437071"
company_name: "Invesco Mortgage Capital Inc."
filed_at: "2026-02-24T23:59:59+00:00"
generated_at: "2026-05-16T00:46:28.425334+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# Invesco Mortgage Capital enters into new equity distribution agreement to sell up to 40M shares

## Summary
- New at-the-market equity distribution agreement dated Feb 23, 2026, with BTIG, Citizens JMP, and JonesTrading.
- Company may sell up to 40,000,000 shares of common stock from time to time through the placement agents.
- Prior agreement for up to 25M shares terminated; approx. 17.997M shares had been sold under it.
- Placement agents entitled to compensation of up to 2.00% of gross proceeds from shares sold.
- Company not obligated to sell any shares; future sales depend on market conditions.

## SEC filing metadata
- accession: 0001193125-26-064454
- form_type: 8-K
- ticker: IVR
- cik: 0001437071
- company_name: Invesco Mortgage Capital Inc.
- filed_at: 2026-02-24T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 1.01, 1.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1437071/000119312526064454/0001193125-26-064454-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1437071/000119312526064454/d101201d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-064454
- JSON: https://secwatch.observer/filing/0001193125-26-064454.json
- Plain text: https://secwatch.observer/filing/0001193125-26-064454.txt

## Key facts
- Material Agreements
  Invesco Mortgage Capital Inc. entered into Equity Distribution Agreement with BTIG, LLC, Citizens JMP Securities, LLC, and JonesTrading Institutional Services LLC valued at up to 40,000,000 shares (effective 2026-02-23).
  - Action: entry
  - Agreement: atm program
  - Counterparty: BTIG, LLC, Citizens JMP Securities, LLC, and JonesTrading Institutional Services LLC
  - Value: up to 40,000,000 shares
  - Effective: 2026-02-23
  source text: On February 23, 2026, Invesco Mortgage Capital Inc., a Maryland corporation (the “Company”), IAS Operating Partnership LP, a Delaware limited partnership (the “Operating Partnership”), and Invesco Advisers, Inc., a Delaware corporation (the “Manager”), entered into an equity distribution agreement (the “Equity Distribution Agreement”) with BTIG, LLC, Citizens JMP Securities, LLC, and JonesTrading Institutional Services LLC (the “Placement Agents”), pursuant to which the Company may sell up to 40,000,000 shares (the “Shares”) of its common stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/1437071/000119312526064454/0001193125-26-064454-index.htm
- Material Agreements
  Invesco Mortgage Capital Inc. terminated Previous Equity Distribution Agreement with BTIG, LLC, Citizens JMP Securities, LLC, Janney Montgomery Scott LLC, and JonesTrading Institutional Services LLC (effective 2026-02-23).
  - Action: termination
  - Agreement: atm program
  - Counterparty: BTIG, LLC, Citizens JMP Securities, LLC, Janney Montgomery Scott LLC, and JonesTrading Institutional Services LLC
  - Effective: 2026-02-23
  source text: Item 1.02. Termination of a Material Definitive Agreement Effective as of 4:05 pm on February 23, 2026, the Company terminated the Equity Distribution Agreement, dated as of August 8, 2025 (the “Previous Equity Distribution Agreement”), that the Company, the Operating Partnership and the Manager entered into with BTIG, LLC, Citizens JMP Securities, LLC, Janney Montgomery Scott LLC, and JonesTrading Institutional Services LLC (collectively, the “Previous Placement Agents”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1437071/000119312526064454/0001193125-26-064454-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.