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Item 9A. Controls and Procedures

2025-06-23 compared with 2025-03-31 · 481 added, 34 removed, 87 unchanged (86% of the section changed)

2 unchanged sentences

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to our management as appropriate to allow timely decisions regarding required disclosures.

An evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of December 31, 2024.

Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2024.

Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2025.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the quarter ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Management's Annual Report on Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the quarter ended March 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Management's Report on Internal Control Over Financial Reporting for the period January 1, 2025–March 31, 2025

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).

2 unchanged sentences

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S.

GAAP, and that receipts and expenditures are being made only in accordance with authorizations of our management and trustees;

GAAP, and that receipts and expenditures are being made only in accordance with

authorizations of our management and trustees;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of assets that could have a material effect on our financial statements.

2 unchanged sentences

Under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, we evaluated the effectiveness of our internal control over financial reporting using the criteria set forth in the 2013 Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on our assessment and those criteria, our management concluded that our internal control over financial reporting was effective as of December 31, 2024.

Based on our assessment and those criteria, our management concluded that our internal control over financial reporting was effective as of March 31, 2025.

Other Information

2 unchanged sentences

Directors, Executive Officers and Corporate Governance

The information required by Item 10 is incorporated by reference to information to be included in our definitive Proxy Statement for our 2025 annual shareholders' meeting.

Our Board of Trustees has established a Code of Business Conduct and Ethics that applies to our officers and trustees and to our Manager's and certain of its affiliates' officers, directors, and employees when such individuals are acting for us or on our behalf which is available on our website at www.ellingtocredit.com .

Any waiver of our Code of Business Conduct and Ethics of our executive officers or trustees may be made only by our Board of Trustees or one of its committees.

We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K relating to amendments to or waivers from any provision of our Code of Business Conduct and Ethics applicable to our principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions and that relates to any element of the code of ethics definition enumerated in Item 406(b) of Regulation S-K by posting such information on our website at www.ellingtoncredit.com under the, "For Investors—Corporate Governance" section of the website.

The Fund's Board of Trustees

Four of the Fund's trustees are not “interested persons” of the Fund as defined in the 1940 Act (the “Independent Trustees” and, those Trustees who are “interested persons,” the “Interested Trustees”).

Each trustee has been elected to serve until the Fund's 2026 annual meeting of shareholders or until such time as his or her respective successor is elected and qualified.

Information Regarding the Fund's Trustees

See below for biographical descriptions and certain other information with respect to each of the Fund's trustees, including the experience, qualifications, attributes, or skills of each trustee.

Independent Trustees

Name, and Year of Birth Position(s) With the Fund Term of Office and Length of Time Served Principal Occupation(s) During Past Five Years Number of Portfolios in the Fund Complex to be Overseen Other Directorships Held

During Past Five Years

Allardice, III 1946

Chairman of the Board Board Member until 2026 annual shareholder meeting.

Has served on the Board since May 2013 and has served as Chairman since January 2021.

Private Investor 1 Director, member of the audit committee, and chairman of the finance, investment and risk management committee of The Hartford Financial Services Group, Inc.

HIG), from September 2008 until June 2023.

Director of GasLog Partners LP (NYSE:

GLOP) from October 2014 until January 2021.

Trustee Board Member until 2026 annual shareholder meeting.

Has served on the Board since May 2013.

Private Investor 1 Director of EFC since 2007.

Chairman of the Board of Directors and Chairman of the Audit Committee since January 2021.

Director of the successor company of SoftNet, Inc., American Independence Corp.

(“AIC”), from 2002 until August 2016, when AIC was acquired by Independence Holdings Company (“IHC”).

Director of IHC from August 2016 until February 2022.

Member of the Audit Committee of IHC from November 2017 until February 2022.

Name, Address and Year of Birth Position(s) With the Fund Term of Office and Length of Time Served Principal Occupation(s) During Past Five Years Number of Portfolios in the Fund Complex to be Overseen Other Directorships Held During Past Five Years

Trustee Board Member until 2026 annual shareholder meeting.

Has served on the Board since May 2013.

Private Investor 1 Director of StoneMor Inc.

STON), the public predecessor to Everstory Inc., from July 2019 until November 2022 and Chairman of the Compensation, Nominations & Governance Committee and as a member of the Audit Committee from July 2019 until November 2022.

Director of Everstory Inc.

since November 2022, when StoneMor Inc.

was taken private.

Has served as Chairman of the Compensation, Nominations & Governance Committee and as a member of the Audit and Trust Investment Committees at Everstory Inc.

since November 2022.

Director of J.G.

Wentworth since January 2018.

Chairman of the Board since January 2018.

Director of Prima Insurance since July 2018.

Chairman of the Risk and Control Committee since July 2018.

Director of Figure Acquisition Corp.

FACA) from February 2021 until December 2022 and Chair of the Audit Committee from February 2021 until December 2022.

Director of Lombard International Assurance from July 2015 until his resignation in December 2023.

Trustee Board Member until 2026 annual shareholder meeting.

Has served on the Board since March 2021.

President of CoBank, ACB from 2013 until 2016

Private Investor

1 Director of Intrepid Potash Inc., a diversified minerals company, since May 2020.

Director of CatchMark Timber Trust, Inc., a real estate company that invests in timberlands, from February 2018 until September 2022.

Interested Trustees

Portfolio Manager & Trustee Board Member until 2026 annual shareholder meeting.

Has served on the Board since the Fund’s inception in September 2012.

Co-Chief Investment Officer of the Fund (from October 2012 until April 2025);

Portfolio Adviser of the Fund (since April 2025)

Chief Executive Officer and President of the Adviser (since October 2012)

Co-Chief Investment Officer of EFC (since June 2009)

Founder and Chief Executive Officer of EMG (since December 1994)

Chief Executive Officer, President & Trustee Board Member until 2026 annual shareholder meeting.

Has served on the Board since the Fund’s inception in September 2012.

Chief Executive Officer and President of the Fund (since October 2012)

Vice Chairman of EMG (since 1995)

Executive Vice President of our Adviser at EMG and member of EMG’s Investment and Risk Management Committee (since 1995)

Chief Executive Officer and President of EFC (since August 2007)

2 Trustee of Ellington Income Opportunities Fund, a closed-end management investment company, since October 2018.

Director of EFC since 2007.

Information Regarding the Fund's Executive Officer's

See below for biographical descriptions and certain other information with respect to each of the Fund's executive officers.

Name and Position With our Fund Age Background Summary

Chief Executive Officer, President & Trustee

63 See “Information Regarding the Fund's Trustees—Interested Trustees.”

Portfolio Manager & Trustee

63 See “Information Regarding the Fund's Trustees—Interested Trustees.”

Gregory Borenstein

Portfolio Manager

Borenstein currently serves as one of our Portfolio Managers.

He is also a Managing Director and the Head of Corporate Credit at EMG, and is responsible for EMG’s CLO investment business.

Borenstein joined EMG in 2012 to establish and grow the firm’s CLO capabilities, which has led to CLOs representing an important component of EMG’s overall assets under management.

In addition to CLOs, he is responsible for the management of index and bespoke tranches and is closely involved in the development of hedging strategies and broader portfolio management across the firm.

Borenstein currently serves on the Portfolio Management and Risk Oversight Committees of EMG.

Prior to joining EMG, Mr.

Borenstein was a member of the Secondary CLO trading desk at Goldman Sachs, where he traded both US and European CLOs, along with Trust Preferred Securities (TruPS).

He began his career on Goldman Sachs’ Proprietary Structured Credit Desk, which managed a multi-billion dollar portfolio, where Mr.

Borenstein primarily focused on CLOs and credit derivatives.

Borenstein holds degrees in Applied Mathematics and Economics from Johns Hopkins University.

Mark Tecotzky

Executive Vice President

Tecotzky currently serves as Executive Vice President.

Tecotzky previously served as our Co-Chief Investment Officer from October 2012 until April 2025.

In addition, he has served as the Co-Chief Investment Officer of EFC since March 2008.

Tecotzky is also Vice Chairman—Co-Head of Credit Strategies of EMG, and head portfolio manager for all MBS/ABS credit.

Prior to joining EMG in July 2006, Mr.

Tecotzky was the senior trader in the mortgage department at Credit Suisse.

He developed and launched several of its securitization vehicles, including hybrid adjustable-rate mortgages, or “ARMs,” and second liens, and subsequently ran its hybrid ARM business, including conduit pricing, servicing sales, monthly securitization, trading of Agency/non-Agency hybrids of all ratings categories and managing and hedging the residual portfolio.

Prior to joining Credit Suisse, Mr.

Tecotzky worked with Mr.

Vranos and many of the other EMG principals at Kidder Peabody, and traded Agency and non-Agency pass-throughs and structured CMOs as a Managing Director.

Tecotzky holds a B.S.

from Yale University, and received a National Science Foundation fellowship to study at MIT.

Christopher Smernoff

Chief Financial Officer

Smernoff joined EMG in January 2007 and has served as our Chief Financial Officer since April 2018.

Smernoff also served as our Controller from April 2013 to April 2018.

Smernoff is responsible for managing all aspects of our finance and accounting operations.

In addition, Mr.

Smernoff has served as the Chief Accounting Officer of EFC since April 2018.

Prior to that, Mr.

Smernoff served as EFC’s Controller since February 2010.

From January 2007 through February 2010, Mr.

Smernoff was an Assistant Controller for various private entities managed by EMG.

Prior to January 2007, Mr.

Smernoff was employed as a manager in the assurance practice of PricewaterhouseCoopers LLP, where he was primarily focused on providing audit and accounting services to a variety of clients in the investment management industry.

Smernoff is a member of the American Institute of Certified Public Accountants and holds a B.S.

in Accounting and Finance from Boston College.

Name and Position With our Fund Age Background Summary

Chief Operating Officer

Herlihy joined EMG in April 2011 and has served as our Chief Operating Officer since April 2018 and as our Treasurer since May 2017.

In addition, Mr.

Herlihy has been the Chief Financial Officer of EFC since April 2018, and its Treasurer since May 2017.

Herlihy is also a Managing Director at EMG, where he has served in various capacities, including serving as Co-Chief Investment Officer of Ellington Housing Inc.

(“EHR”), a real estate investment trust that was focused on single- and multi-family residential real estate assets, from EHR’s inception in September 2012 through December 2016.

Herlihy also served as EHR’s Interim Chief Financial Officer from March 2015 through January 2016.

Prior to April 2011, Mr.

Herlihy held various positions in the real estate industry, including at the real estate private equity firm GTIS Partners LP, Capmark Financial Group (formerly GMAC Commercial Mortgage), and Jones Lang LaSalle.

Herlihy earned a B.A.

in Economics and History from Dartmouth College, summa cum laude and Phi Beta Kappa.

Daniel Margolis

General Counsel

Margolis has been our General Counsel since April 2013 and also served as our Secretary from inception to April 2013.

Margolis has also served as General Counsel of EMG and of EFC since July 2010.

He is responsible for advising EMG on all legal, regulatory, compliance, documentation and litigation matters.

Prior to joining EMG, Mr.

Margolis was a Partner at Pillsbury, Winthrop, Shaw, Pittman LLP from 2007 to 2010 and before that was a Junior Partner at Wilmer, Cutler, Pickering, Hale and Dorr LLP from 2004 to 2007.

In both positions, Mr.

Margolis represented corporations and individuals, including financial services organizations, in criminal and regulatory investigations and in complex civil litigation.

From 2000 to 2004, he served as an Assistant United States Attorney in the United States Attorney’s Office for the Southern District of New York where he prosecuted a variety of white-collar crimes including securities fraud, investment fraud, tax fraud and money laundering.

In 2004, he received the John Marshall Award, the Department of Justice’s highest award for excellence in legal performance.

He has a J.D.

from New York University Law School, where he graduated cum laude, and a B.A.

from Binghamton University where he graduated magna cum laude with highest honors in Political Science and was a member of Phi Beta Kappa.

The Board of Trustees

The Fund's business is managed through the oversight and direction of its Board of Trustees, which has established investment guidelines for the Adviser to follow in its day-to-day management of our business.

The Adviser is an affiliate of EMG, a private investment management firm and registered investment advisor, and is responsible for administering the Fund's business activities and day-to-day operations.

The Fund's Board currently consists of six trustees.

The trustees are informed about the Fund's business at meetings of our Board and its committees and through supplemental reports and communications.

The Fund's Independent Trustees meet regularly in executive sessions without the presence of our corporate officers.

The Fund's Board has established two standing committees that are comprised solely of Independent Trustees, the principal functions of which are briefly described below.

Matters put to a vote at either committee must be approved by a majority of the trustees on the committee who are present at a meeting at which there is a quorum or by unanimous written consent of the trustees on that committee.

Trustee Independence

Pursuant to the 1940 Act, a majority of the Board will consist of directors who are not “interested persons” of the Fund, the Adviser, or of any of their respective affiliates (the “Independent Trustees”).

Section 2(a)(19) of the 1940 Act defines an “interested person” to include, among other things, any person who has, or within the last two years had, a material business or professional relationship with the Fund or its affiliates.

The Board has determined that, currently, four of the Fund's six current trustees are Independent Trustees.

The Fund monitors the relationships of its directors and officers through a questionnaire each director and officer completes at least annually and updates periodically as information provided in the most recent questionnaire changes.

The Fund has determined that the following members nominated to be trustees of our Board are independent:

Allardice, III, David J.

Miller, Mary McBride, and Ronald I.

Based upon information requested from each such trustee concerning his or her background, employment and affiliations, the Board has affirmatively determined that none of the Independent Trustees has a material business or professional relationship with the Fund or its affiliates, other than in his or her capacity as a member of the Board or any committee thereof.

Executive Sessions of Our Independent Trustees

In accordance with NYSE requirements, the Independent Trustees of the Fund's Board meet in executive session at least quarterly, without management present.

Generally, these executive sessions follow a regularly scheduled quarterly meeting of our Board.

During the three-month period ended March 31, 2025, the Independent Trustees of our Board met in executive session seven times without management.

The Board's Chairman typically presides over such executive sessions of the Independent Trustees.

Information Regarding Our Board and Its Committees

Trustees are expected to attend all of the Fund's regular and special meetings of the Board and all meetings of the committees on which they serve.

During the three-month period ended March 31, 2025, there were three meetings of the Board, and each of the current trustees attended at least 75% of the meetings of both the Board and committees on which he or she served.

The Fund has a policy that trustees attend our annual meetings of shareholders.

Allardice, Dr.

Penn, and Ms.

McBride attended the 2025 Annual Meeting of Shareholders and the Special Meeting.

The Board has established two standing committee:

Audit, and Nominating and Corporate Governance.

The charter for each committee, more fully describing the responsibilities of each committee, can be found on the Fund's website at www.ellingtoncredit.com under the “For Investors—Corporate Governance” section.

Pursuant to their charters, each of these committees consists solely of Independent Trustees.

The table below indicates the current committee membership and the number of times each committee met during the three-month period ended March 31, 2025.

Trustee Name Audit Committee Governance Committee

Allardice, III Chair Member

Mary McBride Member Member

Miller Member Member

Number of meetings during the three-month period ended March 31, 2025 1 1

The Fund's committees make recommendations to the Board as appropriate and regularly report on their activities to the entire Board.

Audit Committee

The members of the Audit Committee are Mr.

Allardice, Dr.

Simon, and Ms.

McBride, each of whom is an Independent Trustee.

Allardice serves as chairman of the Audit Committee.

Pursuant to its charter, the Audit Committee assists the Board in overseeing (1) the accounting and financial reporting processes of the Fund and its internal control over financial reporting and, as the Audit Committee deems appropriate, to inquire into the internal control over financial reporting of certain third-party service providers, (2) the quality and integrity of the financial statements;

(3) the Fund’s compliance with legal and regulatory requirements;

(4) the engagement of the Fund’s independent auditor, including the review and evaluation of its qualifications, independence, and performance;

and (5) the performance of the Fund’s independent auditors and internal audit function.

The Audit Committee also (1) acts as a liaison between the Fund’s independent auditors and the Board, and (2) assists the Board’s oversight of any internal audit function of the Fund.

Each member of the Audit Committee meets the independence requirements of the 1940 Act, NYSE, and SEC rules and regulations, and each is financially literate.

The Board has determined that each of Mr.

Allardice, Ms.

Miller, and Dr.

Simon is an “audit committee financial expert” as that term is defined by the SEC and that each satisfies the financial expertise requirements of the NYSE.

Governance Committee

The members of the Governance Committee are Mr.

Allardice, Dr.

Simon, and Ms.

McBride, each of whom is an Independent Trustee.

Simon serves as chairman of the Governance Committee.

Pursuant to its charter, the Governance Committee is responsible for identifying, recruiting, evaluating, and recommending to the Board qualified candidates for election as trustees and recommending a slate of nominees for election as trustees at the Fund’s annual meetings of shareholders.

It also reviews the background and qualifications of individuals being considered as trustee candidates pursuant to attributes and criteria established by the committee and the Board from time to time.

It reviews and makes recommendations on matters involving general operation of the Board and its corporate governance, and annually recommends to the Board nominees for each committee of the Board.

In addition, the committee annually facilitates the assessment of the Board’s

performance as a whole and of the individual trustees, and reports thereon to the Board.

The Governance Committee is responsible for reviewing and approving in advance any related party transactions, other than related party transactions which have been pre-approved pursuant to pre-approval guidelines to address specific categories of transactions, which the committee reviews, evaluates and updates, as appropriate, from time to time.

In selecting candidates to recommend to the Board as trustee nominees, the Governance Committee looks at a number of attributes and criteria, including experience, skills, expertise, diversity of experience, personal and professional integrity, character, business judgment, time availability in light of other commitments (including the number of public and private company boards on which a candidate serves), dedication, conflicts of interest and such other relevant factors that the Governance Committee considers appropriate in the context of the needs of the Board.

In assessing the needs of the Board, the Governance Committee and the Board review and consider from time to time the requisite skills and characteristics of individual trustees as well as the composition of the Board as a whole.

After completing its evaluation of individual trustee nominees and our Board as a whole, our Board concluded that the six current trustees collectively have the experience, qualifications, attributes, and skills to effectively oversee the management of our Fund, including a high degree of personal and professional integrity, an ability to exercise sound business judgment on a broad range of issues, sufficient experience and background to have an appreciation of the issues facing our Fund, a willingness to devote the necessary time to Board duties, a commitment to representing the best interests of the Fund and its shareholders, and a dedication to enhancing shareholder value.

The Governance Committee will consider candidates recommended by shareholders for service on our Board and such proposed nominees will be considered and evaluated under the same criteria as described above.

Any recommendation submitted to the Fund should be in writing and should include any supporting material the shareholder considers appropriate in support of that recommendation, but must include all information relating to such proposed nominee that would be required to be disclosed in connection with the solicitation of proxies for the election of the proposed nominee as a trustee in an election contest (even if an election contest is not involved), or would otherwise be required in connection with such solicitation, in each case pursuant to Regulation 14A (or any successor provision), a written statement certifying, among other things, that the proposed nominee, will serve as a trustee if elected and must otherwise comply with the requirements under our bylaws for shareholders to propose nominees.

Shareholders wishing to propose a candidate for consideration may do so by submitting the above information addressed to Attention:

Secretary, Ellington Credit Company, 53 Forest Avenue, Old Greenwich, Connecticut 06870.

All recommendations for trustee nominations received by the Secretary that satisfy our bylaws requirements relating to such trustee nominations will be presented to the Governance Committee for its consideration.

Shareholders also must satisfy the notification, timeliness, consent, and information requirements set forth in our bylaws.

Board Leadership Structure

While the roles are currently separated, the Board has not established a fixed policy regarding the separation of the roles of Chief Executive Officer and Chairman of the Board.

Instead, the Board believes this determination is part of the succession planning process and should be considered upon the appointment or re-appointment of a Chief Executive Officer.

The Board believes that the current separation of the role of Chief Executive Officer and Chairman of the Board is appropriate because it allows our Chief Executive Officer to focus on running our business, while allowing the Chairman of the Board to lead the Board in its fundamental role of providing advice to and independent oversight of management.

Board Oversight of Risk

The Board believes an effective risk management system will (1) timely identify the material risks that the Fund faces;

(2) communicate necessary information with respect to material risks to the Fund's principal executive officer or principal financial officer and officers of the Adviser and, as appropriate, to the Board or relevant committee thereof;

(3) implement appropriate and responsive risk management strategies consistent with the Fund's risk profile;

and (4) integrate risk management into management and the Board’s decision-making.

EMG has an Investment and Risk Management Committee that advises and consults with the Fund's senior management team with respect to, among other things, the Fund's investment policies, portfolio holdings, financing and hedging strategies, and investment guidelines.

The members of the Investment and Risk Management Committee include two of the Fund's trustees, Mr.

Vranos and Mr.

Penn, as well as one of its officers, Mark Tecotzky.

The Audit Committee has been designated by the Board to take the lead in overseeing risk management.

As part of its oversight function, the Audit Committee receives briefings provided by members of the Investment and Risk Management Committee, officers of the Adviser, and various advisors to the Fund regarding the adequacy of our risk management processes.

The Audit Committee also regularly receives briefings from the Fund's internal auditor.

In addition, the Audit Committee receives regular reports from management on cybersecurity and related risks.

The Board’s oversight of cybersecurity risk management is supported by the Audit Committee, which regularly interacts with the Fund's management team and other professionals who are responsible for assessing and managing material risks from

cybersecurity threats at the Fund.

The Adviser also regularly engage third parties to perform assessments of its cybersecurity posture, including penetration testing, user access control reviews and independent reviews of the information security control environment, and operating effectiveness.

The results of such assessments, tests, and reviews are reported to the Audit Committee and the Board, and the Adviser adjusts its cybersecurity policies, standards, processes, and practices as necessary based on the information provided by these assessments, tests, and reviews, including the implementation of new software and technologies.

The Board also encourages the Fund's officers and the officers of the Adviser to promote a corporate culture that incorporates risk management into the Fund's corporate strategy and day-to-day business operations and continually works with the Fund's officers, the officers of the Adviser and the Fund's advisors to assess and analyze the most likely areas of future risk for the Fund.

In addition, the Compensation Committee has reviewed its compensation policies and practices with respect to certain employees of the Adviser who are dedicated or partially dedicated to providing services to the Fund taking into consideration risk management practices and risk-taking incentives.

Following such review, the Compensation Committee (which was dissolved in connection with the Conversion) determined that its compensation policies and practices for such employees do not create risks that are reasonably likely to have a material adverse effect on the Fund.

Communications with Our Board

The Board has established a process for shareholders and other interested parties to communicate with the members of the Board, any trustee (including the Chairman of the Board), non-management members of the Board as a group or any committee.

To do so, a shareholder or other interested party may send a letter addressed to Attention:

Secretary, Ellington Credit Company, 53 Forest Avenue, Old Greenwich, Connecticut 06870.

The Secretary will forward all such communications to the Fund's trustees.

Code of Ethics

The Board has established a Code of Ethics that applies to the Fund's officers and trustees and to the Adviser and certain of its affiliates' officers, directors, and employees when such individuals are acting for the Fund or on the Fund's behalf which is available on the Fund's website at www.ellingtocredit.com .

Any waiver of the Code of Ethics of an executive officer or trustee may be made only by the Board or one of its committees.

Board and Executive Compensation

Trustee Compensation

For the three-month period ended March 31, 2025, each of the Independent Trustees received a cash retainer of $17,500.

In addition, the Chairman of the Board and the Chairmen of the Audit Committee, Compensation Committee (which has since been dissolved), and Nominating and Corporate Governance Committee received additional cash retainers of $6,250, $3,750, $1,875, and $1,875, respectively.

These amounts represent the pro rata portion of the applicable annual retainers—$70,000 for Independent Trustees, and $25,000, $15,000, $7,500, and $7,500, respectively, for the aforementioned leadership roles—based on each Trustee’s period of service during the shortened fiscal year.

The Fund changed its fiscal year end from December 31 to March 31, resulting in a three-month transition period from January 1, 2025 to March 31, 2025.

Accordingly, compensation figures for this period reflect one-quarter of the full annual retainer amounts.

The Fund reimburses each trustee for their travel expenses incurred in connection with their attendance at full Board and committee meetings as well as the Annual Meeting of Shareholders and certain trustee education events.

Compensation of the Fund's Trustees in the three-month period ended March 31, 2025

The table below describes the compensation earned by the Fund's trustees during the three-month period ended March 31, 2025.

Any member of our Board who is also an employee of our Adviser, EMG, or their respective affiliates does not receive additional compensation for serving on our Board of Trustees .

Name Fees Earned or Paid in Cash Restricted Common Share Awards All Other Compensation (1)

Total Compensation

Allardice, III

$ 27,500 $ — $ 463 $ 27,963

19,375 — 463 19,838

17,500 — 463 17,963

(1) Amounts reported in this column represent cash paid with respect to dividends paid during the three-month periodd ended March 31, 2025 on unvested restricted Common Share awards held by our Independent Trustees.

(2) Includes $1,875 paid to Mr.

Miller for his service as chair of the Compensation Committee of the Board during the three-month period ended March 31, 2025.

The Compensation Committee was dissolved in 2025 prior to the Conversion.

Executive Compensation

The information required by Item 11 is incorporated by reference to information to be included in our definitive Proxy Statement for our 2025 annual shareholders' meeting.

None of the Fund's executive officers are employees of the Fund, and the Fund does not have any employees.

The Adviser provides investment management services to the Fund pursuant to the Advisory Agreement, and the Administrator provides certain administrative services to the Fund pursuant to the Administration Agreement.

The Fund's executive officers are employed by EMG, and EMG makes them available to the Adviser and the Administrator pursuant to the Services Agreement.

Other than indirectly through our Administrator as provided below, the Fund's executive officers do not receive cash compensation from the Fund for serving as named executive officers (“NEOs”), and the Fund does not pay or provide benefits, nor do the Fund reimburse the cost of any compensation or benefits paid by our Adviser, or EMG, to our NEOs.

The following individuals were our NEOs for the three-month period ended March 31, 2025:

• Laurence E.

Penn, our Chief Executive Officer and President;

• Christopher Smernoff, our Chief Financial Officer;

• JR Herlihy, our Chief Operating Officer.

The Fund does not currently have any agreements with any of its NEOs regarding their cash compensation and it does not intend to enter into any such agreement or pay any cash compensation directly to them.

Additionally, the Fund's NEOs are not required to devote a specific percentage of their time to the Fund's business.

None of the Fund's executive officers receive any direct compensation from the Fund.

Penn, the Fund's Chief Executive Officer, Mr.

Vranos, a Portfolio Manager and Trustee, and Mr.

Tecotzky, the Fund's Executive Vice President, through their ownership interest in the EMG, an affiliate of the Adviser, are entitled to a portion of any profits earned by the Adviser, which includes any fees payable to the Adviser under the terms of the Advisory Agreement, less expenses incurred by the Adviser in performing its duties under the Advisory Agreement.

Penn, Vranos and Tecotzky do not receive any additional compensation from EMG in connection with the management of the Fund's portfolio.

The compensation of the Fund's Chief Financial Officer, Chief Operating Officer/Treasurer, and other officers and administrative personnel that provide services to the Fund, is paid by the Administrator, subject to reimbursement by the Fund of an allocable portion of such compensation for services rendered by such person to the Fund.

The allocable portion of such compensation that is reimbursed to the Administrator by the Fund is based on an estimate of the time spent by such personnel in performing their respective duties for the Fund in accordance with the Administration Agreement.

The Administration Agreement was not in place for the three-month period ended March 31, 2025;

as a result, as of March 31, 2025 the Fund has not yet accrued any allocable portion of compensation expenses incurred by the Administrator on the Fund's behalf for any personnel.

However, for the three-month period ended March 31, 2025, the Fund estimates that it would have incurred approximately $0.4 million of expenses, including compensation for the Chief Financial Officer and Chief Operating Officer, that would have been paid to the Administrator had the Administration Agreement been in place during such time.

Suzanne Hammer, the Fund's Chief Compliance Officer, is a Director of Vigilant Compliance, LLC (“Vigilant”) and performs her functions as the Fund's Chief Compliance Officer under the terms of an agreement between the Fund and Vigilant.

For the three-month period ended March 31, 2025, we incurred approximately $13,950 in fees payable to Vigilant, and for the fiscal year beginning on April 1, 2025 and ending on March 31, 2026, we expect to incur approximately $55,800 in fees payable to Vigilant.

Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters

The information required by Item 12 is incorporated by reference to information to be included in our definitive Proxy Statement for our 2025 annual shareholders' meeting.

The following table sets forth, as of June 6, 2025, certain ownership information with respect to the Fund's common shares for those persons known to us to be the beneficial owners of more than 5% of our outstanding common shares and all of the Fund's trustees, and all of the Fund's trustees and executive officers as a group.

In accordance with SEC rules, each listed person’s beneficial ownership includes:

• all Common Shares the investor actually owns beneficially or of record;

• all Common Shares over which the investor has or shares voting or dispositive control (such as in the capacity as a general partner of a fund);

• all Common Shares the investor has the right to acquire within 60 days of June 6, 2025 (such as upon exercise of options that are currently vested or which are scheduled to vest within 60 days).

Common Shares Beneficially Owned

Name Number Percentage of Outstanding Common Shares (1)

Independent Trustees:

Allardice, III 55,703 *

Mary McBride 33,667 *

Interested Trustees and Executive Officers:

Penn 35,710 *

Christopher Smernoff (5)

JR Herlihy (6)

Gregory Borenstein 18,000 *

Mark Tecotzky 8,282 *

All executive officers and trustees as a group (10 persons) (7)

510,442 1.4 %

* Denotes beneficial ownership of less than 1% of our Common Shares.

(1) Based on an aggregate amount of 37,559,195 Common Shares issued and outstanding as of June 6, 2025.

Assumes that derivative securities, if any, beneficially owned by a person are exercised for Common Shares.

The total number of Common Shares outstanding used in calculating this percentage assumes that none of the derivative securities owned by other persons are exercised for Common Shares.

Miller holds 10,000 of such Common Shares in a joint account with his spouse.

(3) The address for all NEOs and trustees is Ellington Credit Company, 53 Forest Avenue, Old Greenwich, CT 06870.

(4) Includes 106,472 Common Shares held directly by EMG Holdings, L.P., or “EMGH.” VC Investments L.L.C., or “VC,” and Michael W.

Vranos each has shared voting and dispositive power over these Common Shares.

VC is the general partner of EMGH.

Vranos is the managing member of, and holds a controlling interest in VC.

The address for each entity is 53 Forest Avenue, Old Greenwich, CT 06870.

(5) Includes 5,663 Common Shares that will vest on December 12, 2025, 2,216 Common Shares that will vest on December 14, 2025, and 2,332 Common Shares that will vest on December 12, 2026.

(6) Includes 11,687 Common Shares that will vest on December 12, 2025, 5,020 Common Shares that will vest on December 14, 2025, and 12,659 Common Shares that will vest on December 12, 2026.

(7) Includes 17,350 Common Shares that will vest on December 12, 2025, 7,236 Common Shares that will vest on December 14, 2025, and 14,991 Common Shares that will vest on December 12, 2026.

Dollar Ranges of Shares Beneficially Owned by Trustees and Executive Officers

The following tables sets forth the dollar range of equity securities of the Fund that each trustee and executive officer beneficially owned as of June 6, 2025 using a per share value of $5.88, the mid-point of the range of the Fund's estimated net asset value per common share as of April 30, 2025.

For purposes of this table, beneficial ownership is defined to mean a direct or indirect pecuniary interest.

Independent Trustees

Name of Independent Trustee Dollar Range of Equity Securities in the Fund (1)

Aggregate Dollar Range of Equity Securities in All Registered Investment Companies Overseen by Trustees in Family of Investment Companies (1)

Allardice, III $100,001–$500,000 $100,001–$500,000

Mary McBride $100,001–$500,000 $100,001–$500,000

Miller $100,001–$500,000 $100,001–$500,000

$100,001–$500,000 $100,001–$500,000

(1) Dollar ranges are as follows:

None, $1–$10,000, $10,001–$50,000, $50,001–$100,000, $100,001–$500,000, $500,001–$1,000,000, or Over $1,000,000.

Interested Trustees and Executive Officers

Name of Interested Trustee or Officer Dollar Range of Equity Securities in the Fund (1)

Aggregate Dollar Range of Equity Securities in All Registered Investment Companies Overseen by Trustees in Family of Investment Companies (1)

Michael Vranos (2)

$500,001–$1,000,000 $500,001–$1,000,000

Laurence Penn (2)

$100,001–$500,000 $100,001–$500,000

Christopher Smernoff $100,001–$500,000 $100,001–$500,000

JR Herlihy $100,001–$500,000 $100,001–$500,000

Greg Borenstein $100,001–$500,000 $100,001–$500,000

Mark Tecotzky $10,001–$50,000 $10,001–$50,000

Daniel Margolis None None

(1) Dollar ranges are as follows:

None, $1–$10,000, $10,001–$50,000, $50,001–$100,000, $100,001–$500,000, $500,001–$1,000,000, or Over $1,000,000.

(2) Interested Trustee of the Fund.

Equity Compensation Plan Information

The Fund's has no compensation plan under which it can issue equity securities out of.

However, the Fund's previous 2023 Equity Incentive Plan, which was terminated in connection with the Conversion, still has unvested restricted Common Shares issued pursuant to such plan.

The following table sets forth information as of June 30, 2025 with respect to the 2023 Equity Incentive Plan.

Plan Category Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) Weighted-average exercise price of our outstanding options, warrants and rights (b) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c)

Equity compensation plans approved by security holders 39,577 N/A (1) N/A

Equity compensation plans not approved by security holders — — —

(1) All outstanding awards issued under the 2023 Equity Incentive Plan represent restricted Common Shares, which do not have an exercise price.

Certain Relationships and Related Transactions, and Director Independence

The information required by Item 13 is incorporated by reference to information to be included in our definitive Proxy Statement for our 2025 annual shareholders' meeting.

Each of the Fund's trustees and executive officers is required to complete an annual disclosure questionnaire and report all transactions with us in which they and their immediate family members had or will have a direct or indirect material interest with respect to us.

The Governance Committee generally reviews any past or proposed transactions between the Fund and related persons (as such term is defined in Item 404 of Regulation S-K).

If the Governance Committee believes a transaction is significant to the Fund and raises particular conflict of interest issues, the Governance Committee will discuss the matter with legal or other appropriate counsel to evaluate and approve the transaction.

Upon completion of the Conversion, the Fund is now subject to the restrictions under the 1940 Act prohibiting certain transactions with affiliated persons of the Fund, including restrictions on engaging in principal transactions and joint transactions with affiliated persons absent exemptive relief, which the Fund has submitted an application for.

Advisory Agreement

The Fund entered into the Advisory Agreement with its Adviser upon the Conversion, pursuant to which the Fund's Adviser provides for the day-to-day management of our operations.

Vranos, one of the Fund's Portfolio Managers and Trustee, Mr.

Penn, the Fund's Chief Executive Officer, President, and Trustee, Mark Tecotzky, the Fund's Executive Vice President, Christopher Smernoff, the Fund's Chief Financial Officer, JR Herlihy, the Fund's Chief Operating Officer, and Daniel Margolis, the Fund's General Counsel, each also serves as an officer of the Adviser.

The Advisory Agreement requires the Adviser to, among other things, (i) determine the composition of the Fund's portfolio, the nature and timing of the changes therein and the manner of implementing such changes;

(ii) identify, evaluate, and negotiate the structure of the investments we make;

(iii) close, monitor, and service our investments;

and (iv) determine the securities and other assets that we will purchase, retain, or sell.

A description of the material terms of the Advisory Agreement is included under the heading “The Advisory Agreement” in the Registration Statement on Form N-2 that we filed with the SEC.

Management Fees

Base Management Fees

Under the Advisory Agreement, the Fund pays the Adviser a Base Management Fee with respect to each fiscal quarter, equal to the product of 0.375% (i.e., 1.50% per annum) and the Fund's “Net Asset Value,” which is equal to it total assets minus total liabilities, as of the end of such fiscal quarter.

The Base Management Fee is prorated for partial quarterly periods based on the number of days in such partial period compared to a 90-day quarter and is calculated and payable quarterly in arrears.

Performance Fees

Under the Advisory Agreement, the Fund pays our Adviser a Performance Fee calculated and payable quarterly in arrears based upon the Fund's “Pre-Performance Fee Net Investment Income” with respect to each fiscal quarter, and is subject to a hurdle rate, expressed as a rate of return on our common equity, equal to 2.00% per quarter (i.e.

8.00% per annum), and is subject to a "catch-up" feature.

Specifically:

• If the Fund's Pre-Performance Fee Net Investment Income for a fiscal quarter does not exceed the Hurdle Amount (as defined below) for such quarter, then no Performance Fee is payable to the Adviser with respect to such quarter;

• If the Fund's Pre-Performance Fee Net Investment Income for a fiscal quarter exceeds the Hurdle Amount for such quarter but is less than or equal to 121.21% of the Hurdle Amount, then 100% of the portion of the Fund’s Pre-Performance Fee Net Investment Income that exceeds the Hurdle Amount (the “Catch-Up”) is payable to the Adviser as the Performance Fee with respect to such quarter.

◦ Therefore, once the Fund's Pre-Performance Fee Net Investment Income for such quarter exactly reaches 121.21% of the Hurdle Amount, the Adviser will have accrued a Performance Fee with respect to such quarter that is exactly equal to 17.5% of the Pre-Performance Fee Net Investment Income (because 21.21% of the Hurdle Amount (which is the Pre-Performance Fee Net Investment Income captured by the Adviser during the Catch-Up phase) is equal to 17.5% of 121.21% of the Hurdle Amount (which is the entire Pre-Performance Fee Net Investment Income at the end of the Catch-Up phase));

• If the Fund's Pre-Performance Fee Net Investment Income for a fiscal quarter exceeds 121.21% of the Hurdle Amount for such quarter, then 17.5% of our Pre-Performance Fee Net Investment Income is payable to the Adviser as the Performance Fee with respect to such quarter.

With respect to the Performance Fee, there will be no accumulation of the Hurdle Amount from quarter to quarter, no claw back of amounts previously paid if the Pre-Performance Fee Net Investment Income in any subsequent quarter is below the Hurdle Amount for such subsequent quarter, and no delay or adjustment of payment if the Pre-Performance Fee Net Investment Income in any prior quarter was below the Hurdle Amount for such prior quarter.

For these purposes, the following definitions are applicable:

"Hurdle Amount" for any fiscal quarter means the result obtained by multiplying the Net Asset Value of Common Equity at the end of the immediately preceding fiscal quarter by the Hurdle Rate.

The Hurdle Amount will be appropriately adjusted for any common share issuances or repurchases during the fiscal quarter.

"Hurdle Rate" means 2.00% per quarter, or 8.00% per annum.

The Hurdle Rate will be appropriately prorated for partial quarterly periods based on the number of days in such partial period compared to a 90-day quarter.

"Net Asset Value" means the figure that is equal to the total assets of the Fund minus its total liabilities.

“Net Asset Value of Common Equity” means the portion of Net Asset Value attributable to common equity.

"Pre-Performance Fee Net Investment Income" for any fiscal quarter means interest income (including accretions of discounts, amortization of premiums, and payment-in-kind income), dividend income, and any other income (including any fee income) earned or accrued by the Fund during such fiscal quarter, minus the Fund’s operating expenses for such quarter (which, for this purpose, will not include any litigation-related expenses, any extraordinary expenses, or Performance Fee).

Pre-Performance Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

For purposes of computing Pre-Performance Fee Net Investment Income, the calculation methodology will look through total return swaps as if the Fund owned the referenced assets directly.

As a result, Pre-Performance Fee Net Investment Income includes net interest (whether positive or negative) associated with a total return swap, which is the difference between (a) the interest income and transaction fees related to the reference assets and (b) all interest and other expenses paid by the Fund to the total return swap counterparty.

In the case of an interest rate swap, Pre-Performance Fee Net Investment Income includes the net payments and net accruals of periodic payments.

Under the now-terminated management agreement, total management fees incurred for each of the years ended December 31, 2024 and 2023 were approximately $2.5 million and $1.8 million, respectively.

The Adviser previously agreed to waive all Performance Fees payable for all fiscal periods through the first quarter of 2025.

Administration Agreement

The Fund entered into an administration agreement, dated as of April 1, 2025, with Ellington Credit Company Administration LLC, a Delaware limited liability company (the “Administrator”) (such agreement, the “Administration Agreement”).

Pursuant to the Administration Agreement, the Administrator, among other things, furnishes us with office facilities, equipment and clerical, bookkeeping and record keeping services at such facilities and also performs, or oversees the performance of, its required administrative services, which include, among other things, being responsible for the financial records which the Fund is required to maintain, and preparing reports to the Fund's shareholders.

Payments under the Administration Agreement are equal to an amount based upon our allocable portion of the Administrator’s costs and expenses incurred in performing its obligations and providing personnel (including wages, salaries, bonuses and related payroll expenses) under the Administration Agreement, including rent, office supplies, the fees and expenses associated with performing compliance functions, and the Fund’s allocable portion of the costs of compensation and related expenses of the Fund’s Chief Financial Officer, Chief Operating Officer, and their respective support staff.

To the extent the Administrator outsources any of its functions, the Fund pays the fees on a direct basis, without profit to the Administrator.

The Administration Agreement may be terminated by the Fund without penalty upon not less than 60 days’ written notice to the Administrator and by the Administrator upon not less than 90 days’ written notice to the Fund.

The Administration Agreement will remain in effect if approved by the Board, including by a majority of the Independent Trustees.

Vranos, one of the Fund's Portfolio Managers and Trustee, Mr.

Penn, the Fund's Chief Executive Officer, President, and Trustee, Mark Tecotzky, our Executive Vice President, Christopher Smernoff, the Fund's Chief Financial Officer, JR Herlihy, the Fund's Chief Operating Officer, and Daniel Margolis, the Fund's General Counsel, each also serves as an officer of the Administrator.

Services Agreement

Both the Adviser and the Administrator are party to a services agreement with EMG, pursuant to which EMG provides the personnel, services, and resources as needed to enable the Adviser and the Administrator to carry out their respective obligations and responsibilities under the Advisory Agreement and the Administration Agreement.

The Fund is a named third-party beneficiary to the services agreement and, as a result, have, as a non-exclusive remedy, a direct right of action against EMG in the event of any breach by the Adviser or the Administrator of any of their respective duties, obligations or agreements under the Advisory Agreement or the Administration Agreement, respectively, that arise out of or result from any breach by EMG of its obligations under the services agreement.

The services agreement will terminate with respect to the Adviser, upon termination of the Advisory Agreement, and with respect to the Administrator, upon termination of the Administration Agreement.

Pursuant to the services agreement, the Adviser and the Administrator make certain payments to EMG in connection with the services provided.

The Adviser, the Administrator, and EMG are under common ownership and control.

As a result, all advisory fee compensation earned by the Adviser, all payments made to the Administrator and all fees earned by EMG accrue to the common benefit of the owners of the Adviser, the Administrator and EMG, namely EMG Holdings, L.P.

and VC Investments L.L.C.

Compensation of Trustees

The Fund's Interested Trustees do not receive compensation for serving on the Board.

For information regarding the compensation of the Fund's Independent Trustees, see “Trustee Compensation” above.

Principal Accountant Fees and Services

The information required by Item 14 is incorporated by reference to information to be included in our definitive Proxy Statement for our 2025 annual shareholders' meeting.

The Audit Committee has appointed PricewaterhouseCoopers LLP (“PwC”) as the Fund's independent registered public accounting firm to audit the financial statements of the Fund and its subsidiaries for the three-month period ended March 31, 2025.

At the annual meeting held on May 29, 2025, shareholders ratified the appointment of PwC to serve as the Fund's independent registered public accounting firm for the fiscal year ended March 31, 2026.

PwC has advised the Audit Committee that they are an independent accounting firm with respect to the Fund and its subsidiaries within the meaning of standards established by the American Institute of Certified Public Accountants, or the “AICPA,” the Public Company Accounting Oversight Board, or the “PCAOB,” the Independence Standards Board and federal securities laws.

PwC’s fees for professional services rendered in or provided for the three-month period ended March 31, 2025 and years ended December 31, 2024 and 2023, as applicable, were:

Three-Month Period Ended March 31, 2025 Year Ended

December 31, 2024 December 31, 2023

$ 205,000 $ 514,250 $ 476,840

Audit-related Fees

— 44,700 76,500

All Other Fees

253 1,010 1,641

$ 205,253 $ 559,960 $ 554,981

Audit Fees— Audit fees consist of fees billed by PwC related to the audit of the Fund's consolidated financial statements.

Audit fees are those billed or expected to be billed for audit services related to each fiscal year.

Audit-related Fees— Audit-related fees consist of fees billed or expected to be billed by PwC for other audit and attest services, financial accounting, reporting and compliance matters, risk and control reviews, and the issuance of comfort letters and SEC consents and certain agreed upon procedures and other attestation reports including fees for such services provided in connection with the Fund's public offerings.

Fees for audit-related services are for those services rendered during each fiscal year.

Tax Fees— Tax fees consist of fees billed or expected to be billed by PwC for tax compliance, advisory, and planning services rendered during the fiscal year.

All Other Fees— All other fees mostly consist of costs associated with certain online subscription services.

Audit Committee Pre-Approval Policies and Procedures

On at least an annual basis, the Audit Committee pre-approves a list of services and sets pre-approval fee levels that may be provided by PwC without obtaining engagement specific pre-approval from the Audit Committee.

The pre-approved list of services consists of audit services, audit-related services, tax services and all other services.

All requests or applications for PwC audit services, audit-related services, tax services, or all other services must be submitted to the Fund's Chief Financial Officer to determine if the services are included within the pre-approved list of services that have received Audit Committee pre-approval.

Any type of service that is not included on the pre-approved list of services must be specifically approved by the Audit Committee or its designee.

Any proposed service that is included on the list of pre-approved services but will cause the pre-approved fee level to be exceeded will also require specific pre-approval by the Audit Committee or its designee.

The Audit Committee has chosen the Audit Committee Chairman as its designee.

All of the services rendered by and fees paid to PwC during the three-month period ended March 31, 2025 were pre-approved by the Audit Committee, and there were no services for which the de minimis exception permitted in certain circumstances under SEC rules was utilized.

In addition, following the Conversion, the Audit Committee, as the audit committee to registered investment company, pre-approves annually any permitted non-audit services (including audit-related services) to be provided by the independent registered public accounting firm to the Adviser and any entity controlling, controlled by, or under common control with the Adviser that provides ongoing services to the Fund (together, the “Service Affiliates”), provided, in each case, that the engagement relates directly to the operations and financial reporting of the Fund.

Although the Audit Committee does not pre-approve all services provided by the independent registered public accounting firm to the Service Affiliates (for instance, if the engagement does not relate directly to the operations and financial reporting of the Fund), the Audit Committee receives an annual report showing the aggregate fees paid by the Service Affiliates for such services.

The Audit Committee may also from time to time pre-approve individual non-audit services to be provided to the Fund or a Service Affiliate that were not pre-approved as part of the annual process described above.

The Audit Committee may form and delegate authority to subcommittees consisting of one (1) or more members when appropriate, including the authority to grant pre-approvals of audit and permitted non-audit services, provided that any decisions of such subcommittee to grant pre-approvals shall be presented to the full Audit Committee at its next scheduled meeting.

The pre-approval policies provide for waivers of the requirement that the Audit Committee pre-approve non-audit services provided to the Fund pursuant to de minimis exceptions described in Section 10A of the Exchange Act and applicable regulations.

There were no non-audit services provided by the independent registered public accounting firm to any Service Affiliates in the years presented above.

Exhibits and Financial Statement Schedules

5 unchanged sentences

Exhibit Description

3.1 Articles of Amendment and Restatement of Ellington Residential Mortgage REIT filed on May 3, 2013 (incorporated by reference to Exhibit 3.1 of the Company's quarterly report on Form 10-Q for the quarter ended March 31, 2013).

3.2 Articles of Amendment (incorporated by reference to Exhibit 3.1 of the Company's current report on Form 8-K filed on April 19, 2024).

3.3 Articles Supplementary (incorporated by reference to Exhibit 3.1 of the Company's current report on Form 8-K filed on April 23 , 2024).

3.4 Articles Supplementary of Series A Preferred Shares, dated December 9, 2024 (incorporated by reference to Exhibit 3.1 of the Company's current report on Form 8-K filed on December 9 , 2024).

3.5 Third Amended and Restated Bylaws of Ellington Credit Company (incorporated by reference to Exhibit 3.2 of the Company's current report on Form 8-K filed on April 19, 2024).

3.1 Articles of Conversion filed with the State Department of Assessments & Taxation of Maryland on March 28 , 2025 (incorporated by reference to Exhibit 3.1 of the Fund's Current Report on Form 8-K filed on April 1 , 2025 ).

3.2 Certificate of Conversion filed with the Secretary of State of the State of Delaware on March 28, 2025 (incorporated by reference to Exhibit 3.1 of the Fund's Current Report on Form 8-K filed on April 1, 2025).

3.3 Certificate of Trust filed with the Secretary of State of the State of Delaware on March 28, 2025 (incorporated by reference to Exhibit 3.

3 of the Fund's Current Report on Form 8-K filed on April 1, 2025).

3.4 Amended and Restated Declaration of Trust dated as of April 1, 2025 (incorporated by reference to Exhibit 3.

4 of the Fund's Current Report on Form 8-K filed on April 1, 2025).

3.5 Amended and Restated Bylaws of Ellington Credit Company dated as of April 1, 2025 (incorporated by reference to Exhibit 3.5 of the Fund's Current Report on Form 8-K filed on April 1, 2025).

4.1 Specimen Common Share Certificate of Ellington Residential Mortgage REIT (incorporated by reference to Exhibit 4.1 of the registration statement on Form S-11 (No.

2 unchanged sentences

4.3 Rights Agreement, dated as of April 23, 2024, by and between Ellington Credit Company and Equiniti Trust Company, LLC, as rights agent (incorporated by reference to Exhibit 4.1 of the Company's current report on Form 8-K filed on April 23, 2024).

10.1+ Fifth Amended and Restated Management Agreement between Ellington Residential Mortgage REIT and Ellington Residential Mortgage Management LLC, dated as of March 13, 2018 (incorporated by reference to Exhibit 10.1 of the Company's annual report on Form 10-K (File No.

001-35986), filed on March 14, 2018).

10.1+ Advisory Agreement between Ellington Credit Company and Ellington Credit Company Management LLC, dated as of April 1, 2025 (incorporated by reference to Exhibit 10.1 of the Fund's Current Report on Form 8-K filed on April 1, 2025).

10.2+ 2013 Equity Incentive Plan (incorporated by reference to Exhibit 10.2 of the registration statement on Form S-11 (No.

16 unchanged sentences

333-187662), filed on April 23, 2013).

10.13 Amendment No.

1 to the Fifth Amended and Restated Management Agreement, dated as of April 1, 2024, by and between Ellington Credit Company (f/k/a Ellington Residential Mortgage REIT), and Ellington Residential Mortgage Management LLC (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on April 1, 2024)

10.13 Administration Agreement between Ellington Credit Company and Ellington Credit Company Administration LLC, dated as of April 1, 2025 (incorporated by reference to Exhibit 10.

2 of the Fund's Current Report on Form 8-K filed on April 1, 2025).

10.14 Sixth Amended and Restated Management Agreement, dated June 25, 2024, by and between Ellington Credit Company and Ellington Credit Company Management LLC (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on June 25, 2024).

10.15 Subscription and Investment Representation Agreement, dated December 9, 2024, by and between Ellington Credit Company and Ellington Credit Company Management LLC (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on December 9, 2024).

19.1 Insider Trading Policy, dated as of November 2, 2023

10.15 Ellington Credit Company Dividend Reinvestment Plan (incorporated by reference to Exhibit 10.

3 of the Current Report on Form 8-K filed on June 25, 2024).

10.16 Termination Notice, dated March 31, 2025, from Ellington Credit Company Management LLC to Ellington Credit Company (incorporated by reference to Exhibit 10.4 of the Current Report on Form 8-K filed on June 25, 2024).

19.1 Insider Trading Policy, dated as of April 1, 2025

21.1 List of Subsidiaries

6 unchanged sentences

Section 1350, as adopted pursuant to Section 906 of the Sarbanes–Oxley Act of 2002

97.1+ Policy Relating to Recovery of Erroneously Awarded Compensation (incorporated by reference to Exhibit 97.1 of the Annual Report on Form 10-K for the Year Ended December 31, 2023)

97.1+ Policy Relating to Recovery of Erroneously Awarded Compensation , dated as of A pril 1, 2025

101.INS Inline XBRL Instance Document

11 unchanged sentences

ELLINGTON CREDIT COMPANY

March 31, 2025 By:

June 23, 2025 By:

/s/ L AURENCE P ENN

7 unchanged sentences

/s/ LAURENCE PENN Chief Executive Officer, President and Trustee (Principal Executive Officer)

March 31, 2025

June 23, 2025

LAURENCE PENN

/s/ CHRISTOPHER SMERNOFF Chief Financial Officer (Principal Financial and Accounting Officer)

March 31, 2025

June 23, 2025

CHRISTOPHER SMERNOFF

/s/ MICHAEL W.

VRANOS Trustee March 31, 2025

VRANOS Trustee June 23, 2025

/s/ ROBERT B.

ALLARDICE, III Chairman of the Board March 31, 2025

ALLARDICE, III Chairman of the Board June 23, 2025

ALLARDICE, III

/s/ RONALD I.

SIMON PH.D Trustee March 31, 2025

/s/ MARY MCBRIDE Trustee March 31, 2025

/s/ DAVID MILLER Trustee March 31, 2025

SIMON PH.D Trustee June 23, 2025

/s/ MARY MCBRIDE Trustee June 23, 2025

/s/ DAVID MILLER Trustee June 23, 2025

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 9A. Controls and Procedures