What changed in this filing

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Item 1. Financial Statements

2025-10-31 compared with 2025-08-01 · 141 added, 131 removed, 778 unchanged (26% of the section changed)

3 unchanged sentences

(in millions, except per share data)

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Agency securities, at fair value (including pledged securities of $ 68,821 and $ 59,952 , respectively)

10 unchanged sentences

Goodwill 526 526

Other assets 496 389

Other assets (including pledged securities of $ 74 and $0, respectively)

Total assets $ 108,969 $ 88,015

8 unchanged sentences

Stockholders' equity:

Preferred Stock - aggregate liquidation preference of $ 1,688

Preferred Stock - aggregate liquidation preference of $ 2,033 and $ 1,688 , respectively

Common stock - $ 0.01 par value;

1,500 shares authorized;

2,250 and 1,500 shares authorized, respectively;

1,072.7 and 897.4 shares issued and outstanding, respectively

8 unchanged sentences

(in millions, except per share data)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

4 unchanged sentences

Other gain (loss), net:

Loss on sale of investment securities, net ( 177 ) ( 115 ) ( 422 ) ( 206 )

Unrealized gain (loss) on investment securities measured at fair value through net income, net 270 ( 261 ) 1,453 ( 732 )

Gain (loss) on sale of investment securities, net ( 81 ) 106 ( 503 ) ( 100 )

Unrealized gain on investment securities measured at fair value through net income, net 805 1,742 2,258 1,010

Gain (loss) on derivative instruments and other investments, net ( 36 ) ( 1,408 ) ( 1,422 ) 6

Total other gain (loss), net:

Total other gain, net:

688 440 333 916

2 unchanged sentences

Total operating expense 30 30 86 78

Net income (loss) ( 140 ) ( 48 ) ( 90 ) 395

Net income 806 346 716 741

Dividends on preferred stock 42 33 115 96

Net income (loss) available (attributable) to common stockholders $ ( 178 ) $ ( 80 ) $ ( 163 ) $ 332

Net income (loss) $ ( 140 ) $ ( 48 ) $ ( 90 ) $ 395

Unrealized gain (loss) on investment securities measured at fair value through other comprehensive income (loss), net 48 ( 18 ) 141 ( 95 )

Comprehensive income (loss) ( 92 ) ( 66 ) 51 300

Net income available to common stockholders $ 764 $ 313 $ 601 $ 645

Net income $ 806 $ 346 $ 716 $ 741

Unrealized gain on investment securities measured at fair value through other comprehensive income, net 61 200 202 105

Comprehensive income 867 546 918 846

Dividends on preferred stock

Comprehensive income (loss) available (attributable) to common stockholders $ ( 130 ) $ ( 98 ) $ ( 22 ) $ 237

Comprehensive income available to common stockholders $ 825 $ 513 $ 803 $ 750

Weighted average number of common shares outstanding - basic

2 unchanged sentences

1,056.6 810.1 999.9 752.3

Net income (loss) per common share - basic $ ( 0.17 ) $ ( 0.11 ) $ ( 0.17 ) $ 0.46

Net income (loss) per common share - diluted $ ( 0.17 ) $ ( 0.11 ) $ ( 0.17 ) $ 0.46

Net income per common share - basic $ 0.73 $ 0.39 $ 0.60 $ 0.86

Net income per common share - diluted $ 0.72 $ 0.39 $ 0.60 $ 0.86

Dividends declared per common share $ 0.36 $ 0.36 $ 1.08 $ 1.08

9 unchanged sentences

Shares Amount

Balance, March 31, 2024 $ 1,634 720.3 $ 7 $ 15,521 $ ( 7,990 ) $ ( 594 ) $ 8,578

Balance, June 30, 2024 $ 1,634 766.1 $ 8 $ 15,960 $ ( 8,338 ) $ ( 612 ) $ 8,652

— — — — 346 — 346

Other comprehensive loss:

Unrealized loss on available-for-sale securities, net

Other comprehensive income:

Unrealized gain on available-for-sale securities, net

— — — — — 200 200

3 unchanged sentences

Common dividends declared — — — — ( 295 ) — ( 295 )

Balance, September 30, 2024 $ 1,634 844.2 $ 8 $ 16,746 $ ( 8,320 ) $ ( 412 ) $ 9,656

Balance, June 30, 2025 $ 1,634 1,041.7 $ 10 $ 18,575 $ ( 9,422 ) $ ( 450 ) $ 10,347

Balance, March 31, 2025 $ 1,634 949.0 $ 9 $ 17,769 $ ( 8,872 ) $ ( 498 ) $ 10,042

— — — — 806 — 806

3 unchanged sentences

Stock-based compensation, net — — — 9 — — 9

Issuance of preferred stock 334 — — — — — 334

Issuance of common stock — 31.0 1 308 — — 309

1 unchanged sentence

Common dividends declared — — — — ( 380 ) — ( 380 )

Balance, June 30, 2025 $ 1,634 1,041.7 $ 10 $ 18,575 $ ( 9,422 ) $ ( 450 ) $ 10,347

Balance, September 30, 2025 $ 1,968 1,072.7 $ 11 $ 18,892 $ ( 9,038 ) $ ( 389 ) $ 11,444

Balance, December 31, 2023 $ 1,634 694.3 $ 7 $ 15,281 $ ( 8,148 ) $ ( 517 ) $ 8,257

Net income — — — — 741 — 741

Other comprehensive loss:

Unrealized loss on available-for-sale securities, net — — — — — ( 95 ) ( 95 )

Other comprehensive income:

Unrealized gain on available-for-sale securities, net — — — — — 105 105

Stock-based compensation, net — 0.9 — 10 — — 10

2 unchanged sentences

Common dividends declared — — — — ( 817 ) — ( 817 )

Balance, June 30, 2024 $ 1,634 766.1 $ 8 $ 15,960 $ ( 8,338 ) $ ( 612 ) $ 8,652

Balance, September 30, 2024 $ 1,634 844.2 $ 8 $ 16,746 $ ( 8,320 ) $ ( 412 ) $ 9,656

Balance, December 31, 2024 $ 1,634 897.4 $ 9 $ 17,264 $ ( 8,554 ) $ ( 591 ) $ 9,762

Net loss — — — — ( 90 ) — ( 90 )

Net income — — — — 716 — 716

Other comprehensive income:

1 unchanged sentence

Stock-based compensation, net — 2.0 — 13 — — 13

Issuance of preferred stock 334 — — — — — 334

Issuance of common stock — 173.3 2 1,615 — — 1,617

1 unchanged sentence

Common dividends declared — — — — ( 1,085 ) — ( 1,085 )

Balance, June 30, 2025 $ 1,634 1,041.7 $ 10 $ 18,575 $ ( 9,422 ) $ ( 450 ) $ 10,347

Balance, September 30, 2025 $ 1,968 1,072.7 $ 11 $ 18,892 $ ( 9,038 ) $ ( 389 ) $ 11,444

See accompanying notes to consolidated financial statements.

2 unchanged sentences

(in millions)

Six Months Ended

Nine Months Ended

September 30,

Operating activities:

Net income (loss) $ ( 90 ) $ 395

Net income $ 716 $ 741

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

2 unchanged sentences

Loss on sale of investment securities, net 503 100

Unrealized (gain) loss on investment securities measured at fair value through net income, net ( 1,453 ) 732

Unrealized gain on investment securities measured at fair value through net income, net ( 2,258 ) ( 1,010 )

(Gain) loss on derivative instruments and other securities, net 1,422 ( 6 )

14 unchanged sentences

Net payments on reverse repurchase agreements ( 3,578 ) ( 1,343 )

Net proceeds from (payments on) derivative instruments ( 774 ) 514

Net cash provided by (used in) investing activities ( 9,171 ) ( 6,479 )

Net payments on derivative instruments ( 707 ) ( 461 )

Net cash used in investing activities ( 14,508 ) ( 16,095 )

Financing activities:

2 unchanged sentences

Payments on debt of consolidated variable interest entities ( 9 ) ( 12 )

Net proceeds from preferred stock issuance 334 —

Net proceeds from common stock issuances 1,617 1,455

Cash dividends paid ( 1,173 ) ( 893 )

Net cash provided by (used in) financing activities 8,900 6,614

Net cash provided by financing activities 14,123 16,103

Net change in cash, cash equivalents and restricted cash 140 15

55 unchanged sentences

however, if the fair value of a security declines below its amortized cost and we determine that it is more likely than not that we will incur a realized loss on the security when we sell the asset, we will recognize the difference between the amortized cost and the fair value in net income as a component of other gain (loss).

We did not recognize any loss on available for sale securities through net income that we held as of June 30, 2025 because, as of such date, we neither intended to sell any securities in an unrealized loss position nor was it more likely than not that we would be required to sell such securities before recovery of their amortized cost basis.

We did not recognize any loss on available for sale securities through net income that we held as of September 30, 2025 because, as of such date, we neither intended to sell any securities in an unrealized loss position nor was it more likely than not that we would be required to sell such securities before recovery of their amortized cost basis.

Since all of our available-for-sale designated securities consist of Agency RMBS, we do not have an allowance for credit losses.

114 unchanged sentences

Investment Securities

As of June 30, 2025 and December 31, 2024, our investment portfolio consisted of $74.0 billion and $66.3 billion investment securities, at fair value, respectively, $ 8.3 billion and $ 6.9 billion net TBA securities, at fair value, respectively, and other mortgage credit investments of $ 66 million and $ 64 million, respectively, which we account for under the equity method of accounting.

Our TBA position is reported at its net carrying value totaling $ 101 million and $( 26 ) million as of June 30, 2025 and December 31, 2024, respectively, in derivative assets / (liabilities) on our accompanying consolidated balance sheets.

As of September 30, 2025 and December 31, 2024, our investment portfolio consisted of $76.9 billion and $66.3 billion investment securities, at fair value, respectively, $ 13.8 billion and $ 6.9 billion net TBA securities, at fair value, respectively, and other mortgage credit investments of $ 69 million and $ 64 million, respectively, which we account for under the equity method of accounting.

Our TBA position is reported at its net carrying value totaling $ 36 million and $( 26 ) million as of September 30, 2025 and December 31, 2024, respectively, in derivative assets / (liabilities) on our accompanying consolidated balance sheets.

The net carrying value of our TBA position represents the difference between the fair value of the underlying security and the cost basis or the forward price to be paid or received for the underlying security.

As of June 30, 2025 and December 31, 2024, our investment securities had a net unamortized premium balance of $ 0.9 billion and $ 1.0 billion, respectively.

The following tables summarize our investment securities as of June 30, 2025 and December 31, 2024, excluding TBA securities and other mortgage credit investments (dollars in millions).

As of September 30, 2025 and December 31, 2024, our investment securities had a net unamortized premium balance of $ 0.9 billion and $ 1.0 billion, respectively.

The following tables summarize our investment securities as of September 30, 2025 and December 31, 2024, excluding TBA securities and other mortgage credit investments (dollars in millions).

Details of our TBA securities are included in Note 5.

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Investment Securities Amortized

11 unchanged sentences

Total investment securities $ 77,563 $ 76,923 $ 69,446 $ 66,348

June 30, 2025

September 30, 2025

December 31, 2024

28 unchanged sentences

________________________________

Non-Agency amounts exclude other mortgage credit investments of $ 66 million and $ 64 million as of June 30, 2025 and December 31, 2024, respectively.

Non-Agency amounts exclude other mortgage credit investments of $ 69 million and $ 64 million as of September 30, 2025 and December 31, 2024, respectively.

Par value excludes interest-only securities.

As of June 30, 2025 and December 31, 2024, Agency RMBS interest-only securities had a par value of $ 3,015 million and $ 307 million, respectively, and non-Agency interest-only securities had a par value of $ 17 million and $ 93 million, respectively.

As of September 30, 2025 and December 31, 2024, Agency RMBS interest-only securities had a par value of $ 3,581 million and $ 307 million, respectively, and non-Agency interest-only securities had a par value of $ 16 million and $ 93 million, respectively.

The following table presents the Company's Agency RMBS portfolio by issuing GSE or U.S.

Government agency at fair value as of June 30, 2025 and December 31, 2024 (in millions):

Investment Type June 30,

Government agency at fair value as of September 30, 2025 and December 31, 2024 (in millions):

Investment Type September 30,

Fannie Mae $ 40,258 $ 35,220

2 unchanged sentences

Total $ 76,286 $ 65,464

As of June 30, 2025 and December 31, 2024, our investments in CRT and non-Agency securities had the following credit ratings (in millions):

June 30, 2025 December 31, 2024

As of September 30, 2025 and December 31, 2024, our investments in CRT and non-Agency securities had the following credit ratings (in millions):

September 30, 2025 December 31, 2024

CRT and Non-Agency Security Credit Ratings 1

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Represents the lowest of Standard and Poor's ("S&P"), Moody's, Fitch, DBRS, Kroll Bond Rating Agency ("KBRA") and Morningstar credit ratings, stated in terms of the S&P equivalent rating as of each date.

RMBS excludes other mortgage credit investments of $ 66 million and $ 64 million as of June 30, 2025 and December 31, 2024, respectively.

RMBS excludes other mortgage credit investments of $ 69 million and $ 64 million as of September 30, 2025 and December 31, 2024, respectively.

Our CRT securities primarily reference the performance of single- and multi-family mortgage loans underlying Agency RMBS and CMBS issued by Fannie Mae or Freddie Mac, which are subject to the respective agency’s underwriting standards.

3 unchanged sentences

The actual maturities of our credit-oriented investments are primarily impacted by their contractual lives and default and loss recovery rates.

As of June 30, 2025 and December 31, 2024, the weighted average expected constant prepayment rate ("CPR") over the remaining life of our Agency and high credit quality non-Agency RMBS investment portfolio was 7.8 % and 7.7 %, respectively.

As of September 30, 2025 and December 31, 2024, the weighted average expected constant prepayment rate ("CPR") over the remaining life of our Agency and high credit quality non-Agency RMBS investment portfolio was 8.6 % and 7.7 %, respectively.

Our estimates can differ materially for different securities and thus our individual holdings have a wide range of projected CPRs.

The following table summarizes our investments as of June 30, 2025 and December 31, 2024 according to their estimated weighted average life classification (dollars in millions):

June 30, 2025 December 31, 2024

The following table summarizes our investments as of September 30, 2025 and December 31, 2024 according to their estimated weighted average life classification (dollars in millions):

September 30, 2025 December 31, 2024

Estimated Weighted Average Life of Investment Securities 1

11 unchanged sentences

________________________________

Table excludes other mortgage credit investments of $ 66 million and $ 64 million as of June 30, 2025 and December 31, 2024, respectively.

The following table presents the gross unrealized loss and fair values of securities classified as available-for-sale by length of time that such securities have been in a continuous unrealized loss position as of June 30, 2025 and December 31, 2024 (in millions):

Table excludes other mortgage credit investments of $ 69 million and $ 64 million as of September 30, 2025 and December 31, 2024, respectively.

Unrealized Loss Position For

4 unchanged sentences

Value Unrealized

June 30, 2025

September 30, 2025

$ — $ — $ 3,764 $ ( 389 ) $ 3,764 $ ( 389 )

2 unchanged sentences

Gains and Losses on Sale of Investment Securities

The following table is a summary of our net gain (loss) from the sale of investment securities for the three and six months ended June 30, 2025 and 2024 by investment classification of accounting (in millions):

Three Months Ended June 30,

The following table is a summary of our net gain (loss) from the sale of investment securities for the three and nine months ended September 30, 2025 and 2024 by investment classification of accounting (in millions):

Three Months Ended September 30,

Investment Securities Available-for-Sale

10 unchanged sentences

Net gain (loss) on sale of investment securities $ — $ ( 81 ) $ ( 81 ) $ — $ 106 $ 106

Six Months Ended June 30,

Nine Months Ended September 30,

Investment Securities Available-for-Sale

13 unchanged sentences

See Note 9 for a summary of changes in accumulated OCI.

During the six months ended June 30, 2025 and 2024, we received principal repayments on available-for-sale securities of $ 273 million and $ 438 million, respectively.

During the nine months ended September 30, 2025 and 2024, we received principal repayments on available-for-sale securities of $ 408 million and $ 882 million, respectively.

Repurchase Agreements and Reverse Repurchase Agreements

3 unchanged sentences

If the fair value of our pledged securities declines, lenders will typically require us to post additional collateral or pay down borrowings to re-establish agreed upon collateral requirements, referred to as "margin calls." Similarly, if the fair value of our pledged securities increases, lenders may release collateral back to us.

As of June 30, 2025, we had met all margin call requirements.

As of September 30, 2025, we had met all margin call requirements.

For additional information regarding our pledged assets, please refer to Note 6.

As of June 30, 2025 and December 31, 2024, we had $ 69.2 billion and $ 60.8 billion, respectively, of repurchase agreements outstanding used to fund our investment portfolio and temporary holdings of U.S.

As of September 30, 2025 and December 31, 2024, we had $ 74.2 billion and $ 60.8 billion, respectively, of repurchase agreements outstanding used to fund our investment portfolio and temporary holdings of U.S.

Treasury securities.

1 unchanged sentence

party repo agreement.

The following table summarizes our borrowings under repurchase agreements by their remaining maturities as of June 30, 2025 and December 31, 2024 (dollars in millions):

June 30, 2025 December 31, 2024

The following table summarizes our borrowings under repurchase agreements by their remaining maturities as of September 30, 2025 and December 31, 2024 (dollars in millions):

September 30, 2025 December 31, 2024

Remaining Maturity Repurchase Agreements Weighted

10 unchanged sentences

Total $ 74,152 4.37 % 12 $ 60,798 4.76 % 11

As of June 30, 2025 and December 31, 2024, $ 25.9 billion and $ 25.4 billion, respectively, of our investment securities repurchase agreements and $ 2.1 billion and $ 1.4 billion, respectively, of our U.S.

As of September 30, 2025 and December 31, 2024, $ 29.5 billion and $ 25.4 billion, respectively, of our investment securities repurchase agreements and $ 1.5 billion and $ 1.4 billion, respectively, of our U.S.

Treasury repurchase agreements had an overnight maturity of one business day and none of our repurchase agreements were due on demand.

As of June 30, 2025, we had $ 18.5 billion of forward commitments to enter into repurchase agreements with a weighted average forward start date of 7 days and a weighted average interest rate of 4.46 %.

As of September 30, 2025, we had $ 19.3 billion of forward commitments to enter into repurchase agreements with a weighted average forward start date of 1 day and a weighted average interest rate of 4.26 %.

As of December 31, 2024, we had $ 17.3 billion of forward commitments to enter into repurchase agreements, with a weighted average forward start date of 2 days and a weighted average interest rate of 4.61 %.

As of June 30, 2025 and December 31, 2024, 50 % and 50 %, respectively, of our repurchase agreement funding was sourced through our wholly-owned captive broker-dealer subsidiary, Bethesda Securities, LLC ("BES").

Amounts sourced through BES include funding from the General Collateral Finance Repo service ("GCF Repo") offered by the Fixed Income Clearing Corporation ("FICC"), which totaled 48 % and 47 % of our repurchase agreement funding outstanding as of June 30, 2025 and December 31, 2024, respectively.

As of September 30, 2025 and December 31, 2024, 45 % and 50 %, respectively, of our repurchase agreement funding was sourced through our wholly-owned captive broker-dealer subsidiary, Bethesda Securities, LLC ("BES").

Amounts sourced through BES include funding from the General Collateral Finance Repo service ("GCF Repo") offered by the Fixed Income Clearing Corporation ("FICC"), which totaled 44 % and 47 % of our repurchase agreement funding outstanding as of September 30, 2025 and December 31, 2024, respectively.

Reverse Repurchase Agreements

As of June 30, 2025 and December 31, 2024, we had $21.4 billion and $17.1 billion, respectively, of reverse repurchase agreements outstanding used primarily to borrow securities to cover short sales of U.S.

As of September 30, 2025 and December 31, 2024, we had $21.4 billion and $17.1 billion, respectively, of reverse repurchase agreements outstanding used primarily to borrow securities to cover short sales of U.S.

Treasury securities, for which we had associated obligations to return borrowed securities at fair value of $20.8 billion and $16.7 billion, respectively.

As of June 30, 2025 and December 31, 2024, $ 4.1 billion and $ 3.9 billion, respectively, of our reverse repurchase agreements were with the FICC sourced through BES.

As of September 30, 2025 and December 31, 2024, $ 4.6 billion and $ 3.9 billion, respectively, of our reverse repurchase agreements were with the FICC sourced through BES.

Derivative and Other Hedging Instruments

5 unchanged sentences

Derivative and Other Hedging Instrument Assets (Liabilities), at Fair Value

The table below summarizes fair value information about our derivative and other hedging instrument assets/(liabilities) as of June 30, 2025 and December 31, 2024 (in millions):

Derivative and Other Hedging Instruments Balance Sheet Location June 30,

The table below summarizes fair value information about our derivative and other hedging instrument assets/(liabilities) as of September 30, 2025 and December 31, 2024 (in millions):

Derivative and Other Hedging Instruments Balance Sheet Location September 30,

Interest rate swaps 1

18 unchanged sentences

________________________________

As of June 30, 2025 and December 31, 2024, the net fair value of our interest rate swaps excluding the recognition of variation margin settlements as a direct reduction of carrying value (see Note 2) was a net asset (liability) of $ 0.9 billion and $ 2.3 billion, respectively.

The following tables summarize certain characteristics of our derivative and other hedging instruments outstanding as of June 30, 2025 and December 31, 2024 (dollars in millions):

Pay Fixed / Receive Variable Interest Rate Swaps June 30, 2025

As of September 30, 2025 and December 31, 2024, the net fair value of our interest rate swaps excluding the recognition of variation margin settlements as a direct reduction of carrying value (see Note 2) was a net asset (liability) of $ 0.7 billion and $ 2.3 billion, respectively.

The following tables summarize certain characteristics of our derivative and other hedging instruments outstanding as of September 30, 2025 and December 31, 2024 (dollars in millions):

Pay Fixed / Receive Variable Interest Rate Swaps September 30, 2025

December 31, 2024

10 unchanged sentences

> 7 to ≤ 10 years 21,946 3.69 % 4.24 % 8.7 12,646 3.52 % 4.49 % 8.8

> 10 years 1,500 3.67 % 4.24 % 10.0 — — % — % 0.0

Total $ 48,096 2.47 % 4.23 % 5.6 $ 39,646 1.46 % 4.46 % 4.4

________________________________

As of June 30, 2025, 92 % and 8 % of notional amount receive index references SOFR and OIS, respectively.

As of September 30, 2025, 93 % and 7 % of notional amount receive index references SOFR and OIS, respectively.

As of December 31, 2024, 82 % and 18 % of notional amount receive index references SOFR and OIS, respectively.

4 unchanged sentences

Amount Average Fixed Pay

June 30, 2025 ≤ 1 year $ 34 $ 8 7 $ 2,000 4.59 % 10.0

September 30, 2025 ≤ 1 year $ — $ — — $ — — % 0.0

December 31, 2024 ≤ 1 year $ 23 $ 38 5 $ 2,000 4.16 % 10.0

7 unchanged sentences

Amount Average Fixed Receive

June 30, 2025 ≤ 1 year $ 3 $ 1 5 $ 150 2.98 % 5.0

September 30, 2025 ≤ 1 year $ 70 $ 56 12 $ 7,000 3.04 % 9.2

December 31, 2024 ≤ 1 year $ 3 $ 1 11 $ 150 2.98 % 5.0

2 unchanged sentences

Treasury Securities 1

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Years to Maturity Face Amount Long/(Short) Cost Basis Fair Value Face Amount Long/(Short) Cost Basis Fair Value

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________________________________

As of June 30, 2025 and December 31, 2024, short U.S.

As of September 30, 2025 and December 31, 2024, short U.S.

Treasury securities totaling $(20.8) billion and $(16.7) billion, at fair value, respectively, had a weighted average yield of 4.22 % and 3.85 %, respectively.

As of June 30, 2025 and December 31, 2024, long U.S.

As of September 30, 2025 and December 31, 2024, long U.S.

Treasury securities totaling $ 5.9 billion and $ 1.6 billion, at fair value, respectively, had a weighted average yield of 4.02 % and 4.27 %, respectively.

Treasury Futures June 30, 2025 December 31, 2024

Treasury Futures September 30, 2025 December 31, 2024

Years to Maturity Notional

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Treasury futures contract as of period-end and is reported in derivative assets/(liabilities), at fair value in our consolidated balance sheets.

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

TBA Securities by Coupon Notional

19 unchanged sentences

Net carrying value represents the difference between the fair market value and the cost basis (or the forward price to be paid/(received) for the underlying Agency security) of the TBA contract as of period-end and is reported in derivative assets/(liabilities), at fair value in our consolidated balance sheets.

As of June 30, 2025 and December 31, 2024, we held SOFR futures contracts with a long notional position of $ 1.2 billion and $ 1.2 billion, respectively, measured on a two-year swap equivalent basis, with a net carrying value of $ 8 million and $( 7 ) million, respectively.

As of September 30, 2025 and December 31, 2024, we held SOFR futures contracts with a long notional position of $ 1.2 billion and $ 1.2 billion, respectively, measured on a two-year swap equivalent basis, with a net carrying value of $ 6 million and $( 7 ) million, respectively.

Gain (Loss) From Derivative Instruments and Other Securities, Net

The following table summarizes changes in our derivative and other hedge portfolio and their effect on our consolidated statements of comprehensive income for the three and six months ended June 30, 2025 and 2024 (in millions):

The following table summarizes changes in our derivative and other hedge portfolio and their effect on our consolidated statements of comprehensive income for the three and nine months ended September 30, 2025 and 2024 (in millions):

Derivative and Other Hedging Instruments Beginning

4 unchanged sentences

on Derivative Instruments and Other Securities, Net 1

Three months ended June 30, 2025:

Three months ended September 30, 2025:

TBA securities, net $ 8,407 53,321 ( 47,762 ) $ 13,966 $ 150

5 unchanged sentences

Treasury futures contracts - short position $ ( 1,964 ) ( 2,255 ) 2,622 $ ( 1,597 ) ( 27 )

Three months ended June 30, 2024:

Three months ended September 30, 2024:

TBA securities, net $ 5,511 27,804 ( 29,151 ) $ 4,164 $ 98

Interest rate swaps - payer $ 48,696 25 ( 9,575 ) $ 39,146 ( 1,036 )

Interest rate swaps - receiver $ ( 1,000 ) — 1,000 $ — —

Credit default swaps - buy protection $ ( 96 ) — — $ ( 96 ) ( 3 )

3 unchanged sentences

Treasury futures contracts - short position $ ( 41 ) ( 41 ) 41 $ ( 41 ) ( 17 )

Six months ended June 30, 2025:

Nine months ended September 30, 2025:

TBA securities, net $ 6,955 116,987 ( 109,976 ) $ 13,966 $ 238

5 unchanged sentences

Treasury futures contracts - short position $ ( 4,373 ) ( 7,710 ) 10,486 $ ( 1,597 ) ( 123 )

Six months ended June 30, 2024:

Nine months ended September 30, 2024:

TBA securities, net $ 5,332 89,717 ( 90,885 ) $ 4,164 $ 11

9 unchanged sentences

Amounts exclude other miscellaneous gains and losses and other interest income (expense) recognized in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

Additionally, as of June 30, 2025 and 2024, we held SOFR futures contracts with a long notional position of $ 1.2 billion and $0.6 billion, respectively, measured on a two-year swap equivalent basis.

For the three and six months ended June 30, 2025, we recognized a gain of $ 3 million and $ 13 million, respectively, and for the three and six months ended June 30, 2024 we recognized a loss of $( 3 ) million and $( 13 ) million, respectively, on our SOFR futures contracts in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

Additionally, as of September 30, 2025 and 2024, we held SOFR futures contracts with a long notional position of $ 1.2 billion and $ 1.0 billion, respectively, measured on a two-year swap equivalent basis.

For the three and nine months ended September 30, 2025, we recognized a gain of $ 8 million and $ 21 million, respectively, and for the three and nine months ended September 30, 2024 we recognized a gain of $ 36 million and $ 23 million, respectively, on our SOFR futures contracts in gain (loss) on derivative instruments and other securities, net in our consolidated statements of comprehensive income.

Pledged Assets

15 unchanged sentences

We believe the credit risk associated with centrally cleared transactions is limited by the clearinghouses' daily margin practices, mutualized loss protections, designations as systemically important financial market utilities, and other risk management safeguards.

As of June 30, 2025, our maximum amount at risk with any counterparty related to our repurchase agreements, excluding the FICC, was less than 2 % of our tangible stockholders' equity (or the excess/shortfall of the value of collateral pledged/received over our repurchase agreement liabilities/reverse repurchase agreement receivables).

As of June 30, 2025, 10 % of our tangible stockholders' equity was at risk with the FICC.

As of September 30, 2025, our maximum amount at risk with any counterparty related to our repurchase agreements, excluding the FICC, was less than 2 % of our tangible stockholders' equity (or the excess/shortfall of the value of collateral pledged/received over our repurchase agreement liabilities/reverse repurchase agreement receivables).

As of September 30, 2025, less than 8 % of our tangible stockholders' equity was at risk with the FICC.

Assets Pledged to Counterparties

The following tables summarize our assets pledged as collateral under our funding, derivative and brokerage and clearing agreements by type, including securities pledged related to securities sold but not yet settled, as of June 30, 2025 and December 31, 2024 (in millions):

June 30, 2025

September 30, 2025

Assets Pledged to Counterparties 1

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Includes repledged assets received as collateral from counterparties and securities sold but not yet settled.

Includes $ 32 million and $ 33 million of retained interests in our consolidated VIEs pledged as collateral under repurchase agreements as of June 30, 2025 and December 31, 2024, respectively.

The following table summarizes our securities pledged as collateral under our repurchase agreements by the remaining maturity of our borrowings, including securities pledged related to sold but not yet settled securities, as of June 30, 2025 and December 31, 2024 (in millions).

Includes $ 31 million and $ 33 million of retained interests in our consolidated VIEs pledged as collateral under repurchase agreements as of September 30, 2025 and December 31, 2024, respectively.

For the corresponding borrowings associated with the following amounts and the interest rates thereon, refer to Note 4 .

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Securities Pledged by Remaining Maturity of Repurchase Agreements 1

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________________________________

Includes $ 32 million and $ 33 million of retained interests in our consolidated VIEs pledged as collateral under repurchase agreements as of June 30, 2025 and December 31, 2024, respectively.

Includes $ 31 million and $ 33 million of retained interests in our consolidated VIEs pledged as collateral under repurchase agreements as of September 30, 2025 and December 31, 2024, respectively.

Assets Pledged from Counterparties

As of June 30, 2025 and December 31, 2024, we had assets pledged to us from counterparties as collateral under our reverse repurchase and derivative agreements summarized in the tables below (in millions).

June 30, 2025 December 31, 2024

As of September 30, 2025 and December 31, 2024, we had assets pledged to us from counterparties as collateral under our reverse repurchase and derivative agreements summarized in the tables below (in millions).

September 30, 2025 December 31, 2024

Assets Pledged to AGNC Reverse Repurchase Agreements Derivative Agreements Repurchase Agreements Total Reverse Repurchase Agreements Derivative Agreements Repurchase Agreements Total

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We present our assets and liabilities subject to such arrangements on a gross basis in our consolidated balance sheets.

The following tables present information about our assets and liabilities that are subject to master netting arrangements and can potentially be offset on our consolidated balance sheets as of June 30, 2025 and December 31, 2024 (in millions):

Offsetting of Financial and Derivative Assets

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Financial Instruments Collateral Received 2

June 30, 2025

September 30, 2025

Interest rate swap and swaption agreements, at fair value 1

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Financial Instruments Collateral Pledged 2

June 30, 2025

September 30, 2025

Interest rate swap agreements, at fair value 1

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Fair Value Measurements

The following table provides a summary of our assets and liabilities that are measured at fair value on a recurring basis, as of June 30, 2025 and December 31, 2024, based on their categorization within the valuation hierarchy (in millions).

The following table provides a summary of our assets and liabilities that are measured at fair value on a recurring basis, as of September 30, 2025 and December 31, 2024, based on their categorization within the valuation hierarchy (in millions).

There were no transfers between valuation hierarchy levels during the periods presented in our accompanying consolidated statements of comprehensive income.

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Level 1 Level 2 Level 3 Level 1 Level 2 Level 3

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Interest rate swaps 1

— 56 — — 39 —

TBA securities — 83 — — 61 —

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________________________________

As of June 30, 2025 and December 31, 2024, the net fair value of our interest rate swaps excluding the recognition of variation margin settlements as a direct reduction of carrying value was a net asset (liability) of $ 0.9 billion and $ 2.3 billion, respectively, based on "Level 2" inputs.

As of September 30, 2025 and December 31, 2024, the net fair value of our interest rate swaps excluding the recognition of variation margin settlements as a direct reduction of carrying value was a net asset (liability) of $ 0.7 billion and $ 2.3 billion, respectively, based on "Level 2" inputs.

Excluded from the table above are financial instruments reported at cost and other mortgage credit investments reported under the equity method of accounting in our consolidated financial statements.

As of June 30, 2025 and December 31, 2024, the fair value of our repurchase agreements approximated cost, given their short-term nature (less than one year) and the rates on our outstanding repurchase agreements largely corresponded to prevailing rates observed in the repo market.

As of September 30, 2025 and December 31, 2024, the fair value of our repurchase agreements approximated cost, given their short-term nature (less than one year) and the rates on our outstanding repurchase agreements largely corresponded to prevailing rates observed in the repo market.

The fair value of cash and cash equivalents, restricted cash, receivables and other payables were determined to approximate cost as of such dates due to their short duration.

We estimate the fair value of these instruments carried at cost using "Level 1" or "Level 2" inputs.

As of June 30, 2025 and December 31, 2024, the carrying value of other mortgage credit investments reported under the equity method of accounting was $ 66 million and $ 64 million, respectively.

As of September 30, 2025 and December 31, 2024, the carrying value of other mortgage credit investments reported under the equity method of accounting was $ 69 million and $ 64 million, respectively.

Net Income (Loss) Per Common Share

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The following table presents the computations of basic and diluted net income (loss) per common share for the periods indicated (shares and dollars in millions):

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

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Weighted average number of common shares outstanding - diluted 1,056.6 810.1 999.9 752.3

Net income (loss) available (attributable) to common stockholders $ ( 178 ) $ ( 80 ) $ ( 163 ) $ 332

Net income (loss) per common share - basic $ ( 0.17 ) $ ( 0.11 ) $ ( 0.17 ) $ 0.46

Net income (loss) per common share - diluted $ ( 0.17 ) $ ( 0.11 ) $ ( 0.17 ) $ 0.46

For the three months ended June 30, 2025 and 2024, 2.3 million and 1.9 million, respectively, and, for the six months ended June 30, 2025, 3.0 million of potentially dilutive unvested time and performance based RSUs outstanding were excluded from the computation of diluted net income (loss) per common share because to do so would have been anti-dilutive for the period.

Net income available to common stockholders $ 764 $ 313 $ 601 $ 645

Net income per common share - basic $ 0.73 $ 0.39 $ 0.60 $ 0.86

Net income per common share - diluted $ 0.72 $ 0.39 $ 0.60 $ 0.86

Stockholders' Equity

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We are authorized to designate and issue up to 10.0 million shares of preferred stock in one or more classes or series.

As of June 30, 2025 and December 31, 2024, 13,800 , 10,350 , 16,100 , 23,000 and 6,900 shares of preferred stock were designated as 7.00 % Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, 6.875 % Series D Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, 6.50 % Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, 6.125 % Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock and 7.75 % Series G Fixed-Rate Reset Cumulative Redeemable Preferred Stock, respectively, (referred to as "Series C, D, E, F and G Preferred Stock", respectively).

As of June 30, 2025 and December 31, 2024, 13,000 , 9,400 , 16,100 , 23,000 and 6,000 shares of Series C, D, E, F and G Preferred Stock, respectively, were issued and outstanding.

As of September 30, 2025 and December 31, 2024, 13,800 , 10,350 , 16,100 , 23,000 and 6,900 shares of preferred stock were designated as 7.00 % Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, 6.875 % Series D Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, 6.50 % Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, 6.125 % Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock and 7.75 % Series G Fixed-Rate Reset Cumulative Redeemable Preferred Stock, respectively, (referred to as "Series C, D, E, F and G Preferred Stock", respectively).

As of September 30, 2025, an additional 13,800 shares were designated as 8.75 % Series H Fixed-Rate Cumulative Redeemable Preferred stock (referred to as "Series H Preferred Stock").

As of September 30, 2025 and December 31, 2024, 13,000 , 9,400 , 16,100 , 23,000 and 6,000 shares of Series C, D, E, F and G Preferred Stock, respectively, were issued and outstanding.

As of September 30, 2025, an additional 13,800 shares of Series H Preferred Stock were issued and outstanding.

Each share of preferred stock is represented by 1,000 depositary shares.

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Beginning on each series' optional redemption date, we may redeem shares at $ 25.00 per depositary share, plus accumulated and unpaid dividends (whether or not declared), exclusively at our option.

The following table includes a summary of preferred stock depositary shares issued and outstanding as of June 30, 2025 (dollars and shares in millions):

Cumulative Redeemable Preferred Stock 1

Issue Date Depositary

The following table includes a summary of preferred stock depositary shares issued and outstanding as of September 30, 2025 (dollars and shares in millions):

Cumulative Redeemable Preferred Stock Issue Date Depositary

Outstanding Carrying

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Series G September 14, 2022 6.0 145 150 7.75000% October 15, 2027

Series H September 10, 2025 13.8 334 345 8.75000% October 15, 2030

Total 81.3 $ 1,968 $ 2,033

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The depositary shares underlying our preferred stock accrue dividends at an initial annual fixed rate of the $25.00 liquidation preference per depositary share from the issuance date up to, but not including, the fixed-to-floating rate or fixed-rate-reset conversion date;

thereafter, dividends will accrue on a floating rate or fixed-rate-reset basis equal to the conversion rate plus a fixed spread.

The Series C, D, E and F per annum dividend rates represent the rates in effect as of June 30, 2025.

The Series C, D, E and F dividends accrue at a rate equal to the 3-Month CME Term SOFR plus 0.26161%, plus spreads of 5.111 %, 4.332 %, 4.993 % and 4.697 %, respectively, per annum, resetting quarterly in accordance with the certificate of designations for such series and the Adjustable

Interest Rate (LIBOR) Act of 2021 (the “LIBOR Act”).

The depositary shares underlying our preferred stock accrue dividends on the $25.00 liquidation preference per depositary share from the issuance date until they are redeemed in accordance with their terms.

The per annum dividend rates for the depositary shares underlying the Series C, D, E and F Preferred Stock represent the rates in effect as of September 30, 2025, and are reset quarterly.

The depositary shares underlying the Series G Preferred Stock accrue dividends at an initial annual fixed rate until the fixed-rate-reset conversion date, after which dividends on these depositary

shares accrue on a fixed-rate-reset basis equal to the conversion rate plus a fixed spread.

The depositary shares underlying the Series H Preferred Stock accrue dividends at a fixed rate.

At the conclusion of the fixed rate period for the Series G Preferred Stock, the dividend will accrue at a floating rate equal to the 5-Year US Treasury rate plus a spread of 4.39 % per annum and will reset in accordance with the certificate of designations for such series.

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We are authorized by our Board to enter into agreements with sales agents to publicly offer and sell shares of our common stock in privately negotiated and/or at-the-market transactions from time-to-time up to a maximum aggregate offering price of our common stock.

The following table includes a summary of shares of our common stock issued under the sales agreements during the three and six months ended June 30, 2025 and 2024 (in millions, except for per share data).

As of June 30, 2025, shares of our common stock with an aggregate offering price of $ 1.3 billion remained authorized for issuance under this program through December 31, 2026.

The following table includes a summary of shares of our common stock issued under the sales agreements during the three and nine months ended September 30, 2025 and 2024 (in millions, except for per share data).

As of September 30, 2025, shares of our common stock with an aggregate offering price of $ 1.0 billion remained authorized for issuance under this program through December 31, 2026.

ATM Offerings Average Price Received Per Share, Net Shares Net Proceeds

Three months ended:

June 30, 2025

June 30, 2024

Six months ended:

June 30, 2025

June 30, 2024

September 30, 2025

September 30, 2024

Nine months ended:

September 30, 2025

September 30, 2024

Accumulated Other Comprehensive Income (Loss)

The following table summarizes changes to accumulated OCI for the three and six months ended June 30, 2025 and 2024 (in millions):

The following table summarizes changes to accumulated OCI for the three and nine months ended September 30, 2025 and 2024 (in millions):

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Accumulated Other Comprehensive Income (Loss) 2025 2024 2025 2024

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Comprehensive income (loss) is a key determinant of the Company’s economic return, calculated as the change in tangible stockholders’ equity attributable to common stockholders plus common stock dividends declared, divided by the prior period’s tangible stockholders’ equity attributable to common stockholders, each computed on a per common share basis.

This measure is used to monitor actual results, benchmark performance against peers, and inform management’s compensation.

This measure is used to monitor actual results, benchmark performance against peers, and inform

management’s compensation.

Additionally, the CODM also evaluates consolidated expense information, including interest expense, compensation and benefits, and other operating expenses, as significant metrics in decision-making.

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-Q

Item 1. Financial Statements