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Item 7. Management’s Discussion and Analysis

2025-02-21 compared with 2024-02-22 · 87 added, 84 removed, 635 unchanged (21% of the section changed)

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• Forward-Looking Statements

• Website and Social Media Disclosure

EXECUTIVE OVERVIEW

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Trends and Recent Market Impacts

The Federal Reserve continued its unprecedented dual-track approach to monetary policy tightening in 2023.

Since the beginning of this cycle in 2022, the Federal Reserve has raised the Federal Funds rate by 525 basis points and reduced its balance sheet by $1.3 trillion.

This aggressive Federal Reserve campaign and a number of other macroeconomic and geopolitical factors, including persistent inflation, regional bank failures and fears of broader financial contagion, political uncertainty regarding the U.S.

debt ceiling and gross supply of U.S.

Treasury securities, and significant global geopolitical events, led to sharply higher interest rate and Agency RMBS spread volatility throughout the year.

While a number of the risks related to these factors remain and will continue to influence Agency RMBS performance going forward, market uncertainty about many of them has declined considerably from peak levels experienced during the year.

The 10-year U.S.

Treasury increased 170 basis points from the April 2023 low of 3.3% to nearly 5.0% in mid-October before declining 110 basis points to 3.9% at year end, ending the year unchanged.

The current coupon Agency RMBS spread to a blend of 5- and 10-year Treasuries began the year at 145 basis points and reached 190 basis points in May and again in October, approximating levels that Agency RMBS spreads had previously reached since 2000 only during extreme financial market dislocations - the Great Financial Crisis and the peak of the Covid pandemic - before declining to 139 basis points at year end.

Challenging fixed income environments underscore the importance of active portfolio management and prioritization of risk management.

To that end, AGNC maintained a large interest rate hedge position, averaging over 115% of our repo funding and TBA position for 2023 and 2022, and a reduced leverage profile, averaging 7.4x and 7.8x of our tangible stockholders' equity for 2023 and 2022, respectively.

In addition, our liquidity as a percentage of our stockholders' equity remained within normal operating levels despite the difficult environment, with unencumbered cash and Agency RMBS growing to $5.1 billion, or 66% of our tangible stockholders' equity, as of the end of 2023, up from $4.3 billion, or 59% of tangible stockholders’

equity, the previous year-end.

To capitalize on higher asset yields and wider spreads, in 2023, we continued to shift our asset portfolio away from TBA and lower coupon holdings toward a greater share of higher coupon, high-quality specified pools.

As a result, the weighted average coupon on our fixed-rate Agency RMBS and TBA securities increased to 4.83% as of December 31, 2023 from 4.13% as of the previous year-end.

Additionally, we opportunistically issued $1.1 billion and $0.5 billion in 2023 and 2022, respectively, of accretive common equity through our At-the-Market offering program to capitalize on our material price to book premium.

AGNC earned total comprehensive income of $0.30 per diluted common share for fiscal year 2023, versus a loss of $4.22 in fiscal year 2022.

Our total economic return on tangible common equity was 3.0% for 2023, comprised of $1.44 dividends declared per common share and a $1.14 decline in tangible net book value per common share, compared to a loss of 28.4% for 2022.

Net spread and dollar roll income (a non-GAAP measure) per diluted common share totaled $2.61 for fiscal year 2023, compared to $3.11 for 2022, as higher asset yields and our pay-fixed / receive-variable interest rate swap portfolio largely offset rising repo funding costs and declining TBA dollar roll income during the year.

As a levered investor in Agency RMBS, AGNC's performance is primarily driven by changes in Agency RMBS spreads to benchmark interest rates and interest rate volatility.

Looking ahead, although risk measures for volatility remain elevated by historical standards, we believe a more favorable investment environment for Agency RMBS is emerging, supported by three key developments.

First, the Fed adopted a more neutral monetary policy stance in the fourth quarter and indicated that multiple rate cuts are possible in 2024 if inflation continues to improve as expected.

Second, many of the factors that drove the high levels of interest rate volatility in 2023 have now largely subsided, which should, in turn, enhance the attractiveness of Agency RMBS and reduce the cost of our interest rate risk management activities.

Third, Agency RMBS spreads appear to have settled into a new trading range, providing us additional confidence in our view that the secular spread widening associated with the Federal Reserve’s reduced presence in the Agency RMBS market has reached its conclusion.

Importantly, the higher end of this recent trading range has held on several repeated occasions, as the nearly 2.0% yield benefit for Agency RMBS relative to Treasury securities at these wide spread levels led to strong incremental demand for Agency RMBS.

These developments collectively position Agency RMBS as an attractive investment option, both on an absolute and relative basis, in our view, and form the basis for our positive investment outlook.

In 2024, an increasingly favorable market environment for Agency RMBS investors emerged as the Fed pivoted from its restrictive monetary policy and began lowering short-term rates toward a neutral level.

Declining inflationary pressures and the Fed’s more accommodative monetary policy helped reduce interest rate volatility and steepen the yield curve.

These dynamics provided an improved investment backdrop that enabled AGNC to generate a positive economic return of 13.2% in 2024, comprised of our monthly dividends totaling $1.44 per common share for the year and a modest decline of our tangible net book value of $0.29 per common share.

presidential election and its implications for deficit spending, fiscal policy and future Treasury issuance tempered the positive investment sentiment that existed during the first three quarters of the year.

In addition, strong economic data late in the fourth quarter extended the Fed’s anticipated easing timeline as evidenced by its December Summary of Economic Projections, which indicated fewer expected rate cuts in 2025 and 2026 than previously projected.

Looking forward, our outlook for Agency mortgage-backed securities in 2025 remains very favorable.

We anticipate that Agency RMBS spreads relative to benchmark rates will remain wide compared to historical averages and continue to trade within the well-defined range that has been established over the past several quarters.

Agency RMBS spreads to benchmark rates in the current range offer investors attractive return opportunities.

Further, longer-term interest rates have risen meaningfully, and as of year-end, the 30-year primary mortgage rate was once again near 7%.

At current rate levels, we expect the supply of Agency RMBS in 2025 to be similar to that of 2024 and reasonably well-aligned with investor demand.

Potential increases in bank demand as regulatory constraints ease could also provide incremental additional support for Agency RMBS valuations.

Together, these positive dynamics create a constructive investment backdrop for AGNC in 2025.

Notwithstanding our favorable outlook for Agency RMBS as we begin 2025, financial market and macroeconomic uncertainty remains elevated as the new administration implements sweeping changes to tariff, immigration, fiscal, and regulatory policy.

In addition, while GSE reform does not appear to be an immediate focus of the administration, it is possible that this topic could be revisited at some point during the next four years.

Favorably in our view, there also appears to be a growing consensus that any change to the structure of the GSE’s and the Agency RMBS market should be done in a way that preserves the current functionality of the conventional mortgage market, avoids disrupting the real estate market and ensures that housing affordability does not decline further.

Please refer to Item 1A.

Risk Factors for additional information regarding potential changes to the Federal conservatorships of Fannie Mae and Freddie Mac, laws or regulations affecting the relationship between the GSEs and the U.S.

Government or other housing finance reform initiatives.

Financial Highlights

AGNC earned total comprehensive income of $0.84 per diluted common share for fiscal year 2024, an increase from $0.30 per share in 2023.

Net spread and dollar roll income per diluted common share decreased to $1.88 in 2024 from $2.61 in 2023, primarily due to a narrowing of our net interest rate spread, which averaged 242 basis points in 2024, down from 306 basis points in 2023.

The reduction in our net interest spread was largely driven by higher swap costs following the expiration of lower-cost pay-fixed interest rate swaps during the year and a strategic shift toward a greater proportion of Treasury-based hedges, which are not included in our reported net interest spread or net spread income.

Additionally, we expanded our use of longer-term hedges in response to changes in monetary policy and expectations of further yield curve steepening.

As of December 31, 2024, our interest rate hedge position covered 91% of the outstanding balance of our repurchase agreements used to fund our investment portfolio ("Investment Securities Repo"), TBA position, and other debt, compared to 112% at the end of 2023.

Our duration gap, which measures the estimated difference between the interest rate sensitivity of our assets and our liabilities, inclusive of interest rate hedges, extended to 0.3 years as of December 31, 2024, from -0.5 years as of December 31, 2023, consistent with higher long-term rates and shifts in portfolio and hedge composition.

The weighted average coupon on our fixed-rate Agency RMBS and TBA securities increased to 5.02% at the end of 2024, up from 4.83% at the end of 2023.

The average projected life Constant Prepayment Rate (CPR) for the portfolio decreased to 7.7% at year-end, from 11.4% at the end of 2023.

Actual CPRs for 2024 averaged 7.5%, slightly up from 6.3% in 2023.

AGNC's average and ending "at risk" leverage for 2024 was 7.2x tangible stockholders’ equity, compared to 7.4x and 7.0x, respectively, for 2023.

We concluded 2024 with $6.1 billion in cash and unencumbered Agency RMBS, representing 66% of tangible stockholders’ equity, compared to $5.1 billion and 66% of tangible equity as of December 31, 2023.

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

For information regarding non-GAAP financial measures, including reconciliations to the most comparable GAAP measure please refer to Results of Operations included in this MD&A below.

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As of December 31, 2024 and 2023, our investment portfolio totaled $73.3 billion and $60.2 billion, respectively, consisting of:

$54.8 billion and $40.9 billion investment securities, at fair value, respectively;

$65.5 billion and $53.8 billion Agency RMBS, at fair value, respectively;

$6.9 billion and $5.4 billion net TBA securities, at fair value, respectively;

$0.9 billion and $1.0 billion CRT, non-Agency RMBS and CMBS, at fair value, respectively;

and other mortgage credit investments of $64 million and $44 million, respectively, which we account for under the equity method of accounting.

The following table is a summary of our investment securities as of December 31, 2023 and 2022 (dollars in millions):

The following table is a summary of our investment securities (including TBA securities) as of December 31, 2024 and 2023 (dollars in millions):

December 31, 2024 December 31, 2023

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Total CMO Agency RMBS 3

162 149 3.34 % — % 194 181 3.28 % 1 %

Total Agency RMBS and TBA securities 3

75,469 72,325 5.02 % 99 % 61,225 59,148 4.83 % 98 %

Non-Agency RMBS 1,3

17 15 5.29 % — % 43 34 4.61 % — %

CMBS 303 273 7.27 % — % 605 567 6.06 % 1 %

264 236 6.59 % — % 303 273 7.27 % — %

CRT 583 633 10.44 % 1 % 682 723 10.45 % 1 %

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$ 76,333 $ 73,209 5.06 % 100 % $ 62,253 $ 60,178 4.90 % 100 %

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

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For further details of our TBA securities refer to Note 5 of our Consolidated Financial Statements in this Form 10-K

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

TBA securities are recorded as derivative instruments in our accompanying consolidated financial statements, and our TBA dollar roll transactions represent a form of off-balance sheet financing.

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In addition, because not all companies use identical calculations, our presentation of such non-GAAP measures may not be comparable to other similarly titled measures of other companies.

________________________________

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

"Net spread and dollar roll income available to common stockholders" continues to exclude "catch-up" premium amortization.

Selected Financial Data

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Interest expense 2,931 2,287 625

Net interest income (246) 965 1,286

Net interest income (expense) 18 (246) 965

Other gain (loss), net 955 497 (2,081)

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300 5.55 % 524 5.24 % 746 3.60 %

Economic interest income, excluding "catch-up" amortization (non-GAAP measure) 3

Economic interest income (non-GAAP measure) 3

$ 3,198 4.70 % $ 2,560 4.11 % $ 2,098 3.00 %

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Economic interest income, excluding "catch-up" amortization (non-GAAP measure) $ 462 $ (285) $ 747

Our average investment portfolio, inclusive of TBAs (at cost), decreased 11% and 18% for fiscal years 2023 and 2022, respectively, primarily due to a decline in our average stockholders' equity and lower "at risk" leverage.

The average yield on our investment portfolio, including TBA implied asset yields and excluding "catch-up" premium amortization, increased 111 and 88 basis points for fiscal years 2023 and 2022, respectively, largely as a result of shifting our asset portfolio away from TBA and lower coupon holdings toward a greater share of higher coupon, high-quality specified pools to capitalize on higher asset yields and wider spreads.

Our average investment portfolio (at cost), inclusive of TBAs, increased 9% and decreased 11% for fiscal years 2024 and 2023, respectively, primarily due to changes in our capital base.

The average yield on our investment portfolio, including TBA implied asset yields and excluding "catch-up" premium amortization, increased 59 and 111 basis points for fiscal years 2024 and 2023, respectively, largely as a result of shifting our asset portfolio from lower coupon holdings toward a greater share of higher coupon, specified pools.

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

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Economic Interest Expense and Aggregate Cost of Funds

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

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

2024 2023 2022

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Investment securities repurchase agreement and other debt - interest expense (GAAP measure) $ 2,931 5.27 % $ 2,287 5.12 % $ 625 1.49 %

TBA dollar roll income - implied interest expense (benefit) 2,3

TBA dollar roll income - implied interest expense 2,3

279 5.07 % 493 4.86 % 228 1.08 %

Economic interest expense - before interest rate swap periodic cost (income), net 4

Economic interest expense - before interest rate swap periodic income, net 4

3,210 5.25 % 2,780 5.07 % 853 1.35 %

Interest rate swap periodic cost (benefit), net 2,5,6

Interest rate swap periodic income, net 2,5

(1,815) (2.97) % (2,202) (4.02) % (675) (1.08) %

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The average implied funding cost (benefit) for all TBA transactions is weighted based on our daily average TBA balance outstanding for the period.

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

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

In 2023, we began reporting price alignment interest income (expense) ("PAI") on interest swap margin deposits posted by or (to) us in other interest income (expense), net.

PAI was previously reported in interest rate swap periodic cost (benefit).

Both current and former categorizations are components of net spread and dollar roll income.

Prior year amounts have been reclassified and our economic interest expense and cost of funds have been restated to conform to the current period's presentation.

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

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

The principal elements impacting our economic interest expense are (i) the size of our average mortgage borrowings and interest rate swap portfolio outstanding during the period, (ii) the average interest rate on our mortgage borrowings and (iii) the average net interest rate paid/received on our interest rate swaps.

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Investment securities repurchase agreement and other debt interest expense $ 644 $ 552 $ 92

TBA dollar roll income - implied interest benefit/expense 265 (117) 382

TBA dollar roll income - implied interest expense (214) (227) 13

Interest rate swap periodic income/cost 387 171 216

Total change in economic interest benefit/expense $ 400 $ (45) $ 445

Total change in economic interest expense $ 817 $ 496 $ 321

Due to Change in Average

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Total change in economic interest benefit/expense $ 400 $ (45) $ 445

Our average mortgage borrowings, inclusive of TBAs, decreased 13% and 22% for fiscal years 2023 and 2022, respectively, due to a decline in our asset base.

The average interest rate on our mortgage borrowings, excluding the impact interest rate swap period income/cost, increased 372 and 141 basis points for fiscal years 2023 and 2022, respectively, due to higher short-term interest rates.

Interest rate swap periodic income increased for fiscal years 2023 and 2022 primarily due to higher receive rates on our pay-fixed swaps, as the average pay rate on our swaps increased marginally and the average notional balance remained largely unchanged despite the decline in our average mortgage borrowings.

The following is a summary of our average interest rate swaps outstanding and the related average swap pay and receive rates for fiscal years 2023, 2022 and 2021 (dollars in millions).

Our average mortgage borrowings, inclusive of TBAs, increased 11% and decreased 13% for fiscal years 2024 and 2023, respectively, consistent with changes to our average investment portfolio.

The average interest rate on our mortgage borrowings, excluding the impact of interest rate swap periodic income, increased 18 and 372 basis points for fiscal years 2024 and 2023, respectively, due to higher short-term interest rates.

Interest rate swap periodic income declined for fiscal years 2024 and 2023 primarily due to higher pay rates on our pay-fixed swaps largely driven by the maturity of low cost interest rate swaps.

The following is a summary of our interest rate swaps outstanding during fiscal years 2024, 2023 and 2022 (dollars in millions).

Amounts exclude forward starting swaps not yet in effect.

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(4.09) % (4.62) % (1.35) %

For fiscal years 2023, 2022 and 2021, we had an average forward starting net pay and (receive) fixed rate swap balance of $(0.5) billion, $48 million and $149 million, respectively.

For fiscal years 2024, 2023 and 2022, we had an average forward starting net pay-fixed rate swap balance of $672 million, $43 million and $48 million, respectively.

Forward starting interest rate swaps do not impact our economic interest expense and aggregate cost of funds until they commence accruing net interest settlements on their forward start dates.

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Unrealized (gain) loss on available-for-sale securities measure at fair value through other comprehensive income, net

(155) 973 418

Other adjustments:

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TBA dollar roll income, net 2

Interest rate swap periodic income (cost), net 2,4

Interest rate swap periodic income, net 2

1,815 2,202 675

Other interest income (expense), net 2,3

Net spread and dollar roll income available to common stockholders (non-GAAP measure) 5

(87) (146) (65)

Net spread and dollar roll income available to common stockholders (non-GAAP measure) 1,474 1,617 1,676

Weighted average number of common shares outstanding - basic 783.4 618.4 537.0

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and other miscellaneous interest income (expense).

In 2023, we began reporting PAI in other interest income (expense), net.

PAI was previously reported in interest rate swap periodic income (cost).

Prior year amounts have been reclassified to conform to the current period's presentation.

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

Gain (Loss) on Investment Securities, Net

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Unrealized (loss) gain on investment securities measured at fair value through other comprehensive income, net

Total loss on investment securities, net $ 266 $ (7,684) $ (1,977)

(74) 155 (973)

Total (loss) gain on investment securities, net

$ (1,147) $ 266 $ (7,684)

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

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TBA securities, dollar roll income $ 21 $ 31 $ 518

TBA securities, mark-to-market loss 18 (3,378) (1,208)

Forward settling non-Agency securities, mark-to-market gain/(loss) — — 5

Interest rate swaps, periodic income (cost) 1

2,202 675 (60)

TBA securities, mark-to-market gain (loss) (144) 18 (3,378)

Interest rate swaps, periodic income 1,815 2,202 675

Interest rate swaps, mark-to-market gain (loss) (804) (1,532) 3,802

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Payer swaptions 54 (21) 857

Recceiver swaptions (3) — —

Treasury securities - short position 844 (54) 1,482

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SOFR futures contracts - long position 13 (10) —

Other interest income (expense), net 1

Other gain (loss), net (17) (49) 56

Total gain (loss) on derivative instruments and other securities, net $ 386 $ 4,630 $ 1,110

Other interest income (expense)

(87) (146) (77)

In 2023, we began reporting PAI in other interest income (expense), net.

PAI was previously reported in interest rate swap periodic income (cost).

Prior year amounts have been reclassified to conform to the current period's presentation.

Other gain (loss) 2 (17) (49)

Total gain (loss) on derivative instruments and other securities, net $ 2,028 $ 386 $ 4,630

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

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E xcludes U.S.

Treasury repurchase agreements totaling $1,547 million and $355 million as of December 31, 2023 and 2022, respectively.

Treasury repurchase agreements totaling $1.4 billion and $1.5 billion as of December 31, 2024 and 2023, respectively.

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

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As of December 31, 2024, approximately 9% of our investment portfolio consisted of TBA securities, which are not subject to monthly principal pay-downs.

The remainder of our portfolio primarily consisted of Agency RMBS, which had an average one-year CPR forecast of 9%.

The remainder of our portfolio primarily consisted of Agency RMBS, which had an average one-year CPR forecast of 7% as of December 31, 2024.

Collateral requirements under our derivative agreements are subject to our counterparties' assessment of their maximum risk of loss associated with the derivative instrument, referred to as the initial or minimum margin requirement, and may be adjusted based on changes in market volatility and other factors.

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To mitigate the risk of margins calls, we seek to maintain excess liquidity by holding unencumbered liquid assets that can be used to satisfy collateral requirements, collateralize additional borrowings or sold for cash.

As of December 31, 2023, our unencumbered assets totaled approximately $5.2 billion, or 67% of tangible equity, consisting of $5.1 billion of unencumbered cash and Agency RMBS and $0.1 billion of unencumbered credit assets.

This compares to $4.4 billion of unencumbered assets, or 60% of tangible equity, as of December 31, 2022, consisting of $4.3 billion of unencumbered cash and Agency RMBS and $0.1 billion of unencumbered credit assets.

As of December 31, 2024, our unencumbered assets totaled approximately $6.2 billion, or 67% of tangible equity, consisting of $6.1 billion of cash and unencumbered Agency RMBS and $0.1 billion of unencumbered credit assets.

This compares to $5.2 billion of unencumbered assets, or 67% of tangible equity, as of December 31, 2023, consisting of $5.1 billion of cash and unencumbered Agency RMBS and $0.1 billion of unencumbered credit assets.

Counterparty Risk

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We also diversify our funding across multiple counterparties and by region.

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

As of December 31, 2023, less than 7% of our tangible stockholder's equity was at risk with the FICC.

As of December 31, 2024, our maximum amount at risk (or the excess/shortfall of the value of collateral pledged/received over our repurchase agreement liabilities/reverse repurchase agreement receivables) with any of our repurchase agreement counterparties, excluding the FICC, was less than 2% of our tangible stockholders' equity, with our top five repo counterparties, excluding the FICC, representing less than 5% of our tangible stockholders' equity.

As of December 31, 2024, 9% of our tangible stockholder's equity was at risk with the FICC.

Excluding central clearing exchanges, as of December 31, 2024, our amount at risk with any counterparty to our derivative agreements was less than 1% of our stockholders' equity.

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We may also be unable to raise additional equity capital at suitable times or on favorable terms.

Furthermore, when the trading price of our common stock is less than our estimate of our current tangible net book value per common share, among other conditions, we may repurchase shares of our common stock.

Please refer to Note 9 of our Consolidated Financial Statements in this Form 10-K for further details regarding our recent equity capital transactions, if any.

Furthermore, when the trading price of our common stock is less than our then-current estimate of our tangible net book value per common share, among other conditions, we may repurchase shares of our common stock pursuant to the stock repurchase plan authorized by our Board.

Please refer to Note 9 of our Consolidated Financial Statements in this Form 10-K for further details regarding our recent equity capital transactions.

OFF-BALANCE SHEET ARRANGEMENTS

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

• changes to laws, regulations, rules or policies that affect U.S.

housing finance activity, the GSE's or the markets for Agency RMBS;

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

• changes to laws, regulations, rules or policies that affect the GSE's, the primary or secondary mortgage markets in which we participate or U.S.

housing finance activity, including actions that would end or alter the conservatorships of Fannie Mae or Freddie Mac or their quasi-governmental status;

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

Forward-looking statements speak only as of the date made, and we do not assume any duty and do not undertake to update forward-looking statements.

A further discussion of risks and uncertainties that could cause actual results to differ from any of our forward-looking statements is included in this document under Item 1A.

Risk Factors .

A further discussion of risks and uncertainties that could cause actual results to differ from any of our forward-looking statements is included under Item 1A.

Risk Factors in Part I of this document.

We caution readers not to place undue reliance on our forward-looking statements.

WEBSITE AND SOCIAL MEDIA DISCLOSURE

We use our website (www.AGNC.com) and AGNC’s LinkedIn (www.linkedin.com/company/agnc-investment-corp/) and X (www.x.com/AGNCInvestment) accounts to distribute information about the Company.

Investors should monitor these channels in addition to our press releases, filings with the U.S.

Securities and Exchange Commission (“SEC”), public conference calls and webcasts, as information posted through them may be deemed material.

Our website, alerts and social media channels are not incorporated by reference into, and are not a part of, this or any other report filed with or furnished to the SEC.

Investors and others may automatically receive emails and information about AGNC when they sign up for investor alerts on the "Investor Resources" tab of the Investor Relations section of our website.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis