---
schema_version: "secwatch.filing_event.v1"
accession: "0001465740-24-000118"
form_type: "8-K"
ticker: "TWO"
cik: "0001465740"
company_name: "TWO HARBORS INVESTMENT CORP."
filed_at: "2024-05-15T23:59:59+00:00"
generated_at: "2026-06-01T22:54:05.485883+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Two Harbors shareholders elect all nine directors, approve say-on-pay, ratify E&Y

## Summary
- All nine director nominees elected with >60M votes for each; broker non-votes of ~16.6M shares.
- Advisory vote on executive compensation approved with 61.4M for, 2.8M against, 0.4M abstain.
- Ratification of Ernst & Young as auditor for 2024 passed with 79.9M for, 0.9M against, 0.4M abstain.
- Annual meeting held May 15, 2024; no material changes to governance or board composition.

## SEC filing metadata
- accession: 0001465740-24-000118
- form_type: 8-K
- ticker: TWO
- cik: 0001465740
- company_name: TWO HARBORS INVESTMENT CORP.
- filed_at: 2024-05-15T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1465740/000146574024000118/0001465740-24-000118-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1465740/000146574024000118/two-20240515.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001465740-24-000118
- JSON: https://secwatch.observer/filing/0001465740-24-000118.json
- Plain text: https://secwatch.observer/filing/0001465740-24-000118.txt

## Key facts
- Shareholder Votes
  TWO HARBORS INVESTMENT CORP. shareholders approved Election of nine directors at the 2024-05-15 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-15
  source text: Proposal 1 — Election of Directors Each of the nine director nominees proposed by the Company’s board of directors was elected to serve as a director until the Company’s 2025 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1465740/000146574024000118/0001465740-24-000118-index.htm
- Shareholder Votes
  TWO HARBORS INVESTMENT CORP. shareholders approved Advisory vote relating to executive compensation at the 2024-05-15 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-15
  source text: Proposal 2 — Advisory Vote Relating to Executive Compensation Stockholders approved the advisory resolution on the Company’s executive compensation. The voting results were as follows: For Against Abstain Broker Non-Votes 61,380,398 2,810,802 427,337 16,604,806
  evidence_url: https://www.sec.gov/Archives/edgar/data/1465740/000146574024000118/0001465740-24-000118-index.htm
- Shareholder Votes
  TWO HARBORS INVESTMENT CORP. shareholders approved Ratification of appointment of Ernst & Young LLP as independent registered public accounting firm at the 2024-05-15 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-05-15
  source text: Proposal 3 — Ratification of Appointment of Independent Registered Public Accounting Firm Stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024. The voting results were as follows: For Against Abstain 79,868,731 942,034 412,578
  evidence_url: https://www.sec.gov/Archives/edgar/data/1465740/000146574024000118/0001465740-24-000118-index.htm

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