Ellington Financial Inc. 10-K/A

efc-20201231 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-34569 Ellington Financial Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 26-0489289 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 53 Forest Avenue Old Greenwich , Connecticut , 06870 (Address of Principal Executive Offices) (Zip Code) ( 203 ) 698-1200 (Registrant's Telephone Number, Including Area Code) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered Common Stock, $0.001 par value per share EFC The New York Stock Exchange 6.750% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock EFC PR A The New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐ No ☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large Accelerated Filer ☐ Accelerated Filer ☒ Non-Accelerated Filer ☐ Smaller Reporting Company ☐ Emerging Growth Company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x As of June 30, 2020, the last business day of the Registrant's most recently completed second fiscal quarter, the aggregate market value of the Registrant's common shares held by non-affiliates was $ 478,888,017 based on the closing price as reported by the New York Stock Exchange on that date. Number of shares of the Registrant's common stock outstanding as of March 5, 2021: 43,781,684 DOCUMENTS INCORPORATED BY REFERENCE None. EXPLANATORY NOTE This Amendment No. 1 to the Annual Report on Form 10-K (this “Amendment”) of Ellington Financial Inc. (the “Company”) amends the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, which the Company filed with the Securities and Exchange Commission (“SEC”) on March 16, 2021 (the “Original Form 10-K”). On July 1, 2021, Longbridge Financial, LLC (“Longbridge”), an equity method investee of the Company, restated its consolidated financial statements and the notes thereto for the year ended December 31, 2020 (the “Longbridge Financial Statements”). As a result of such restatement, the Company has determined that its equity method investment in Longbridge, which is not consolidated in the Company’s consolidated financial statements, was nevertheless “significant” in relationship to the Company’s financial results for the year ended December 31, 2020, based on the significance tests set forth in SEC Regulation S-X. Under Rule 3-09 of SEC Regulation S-X, the Company is required to include in its Annual Report on Form 10-K for the year ended December 31, 2020, separate financial statements for unconsolidated subsidiaries and investees accounted for by the equity method when such entities are individually “significant;” therefore, the Company is filing this Amendment to amend Item 15 to include the Longbridge Financial Statements. Longbridge’s decision to restate the Longbridge Financial Statements was based on its determination, subsequent to the filing of the Original Form 10-K, that certain transactions involving the transfer of loans undertaken in connection with issuances of debt securities (“the Securitizations”) that were originally recorded as sales of such loans do not qualify for sale accounting in accordance with generally accepted accounting principles. The restated Longbridge Financial Statements now account for these transfers and debt securities issuances as secured borrowings and include the offsetting assets and liabilities related to the Securitizations on the balance sheet, the offsetting income and expense related to the Securitizations in the statement of operations, and changes in the statement of cash flows reflecting the changes resulting from the restatement of the balance sheet and income statement. There was no impact to Longbridge’s net income or members’ equity, and as a result, there was no impact to the fair value of the Company’s investment in Longbridge or the income recognized from the Company’s investment in Longbridge, as reported in the Company’s consolidated financial statements included in Part III, Item 8 of the Original Form 10-K. The Longbridge Financial Statements (as restated as described above) are filed as Exhibit 99.1 and are included as financial statement schedules in Item 15 of this Amendment. This Amendment also updates, amends, and supplements Part IV, Item 15 of the Original Form 10-K to include the filing of Exhibit 23.2, the consent of Richey May & Co., and the filing of new Exhibits 31.1, 31.2, 32.1, and 32.2, certifications of the Company’s Chief Executive Officer and Chief Financial Officer, pursuant to Rule 13a-14(a) and (b) of the Securities and Exchange Act of 1934. Except as described herein, this Amendment is not intended to, nor does it, reflect events occurring after the filing of the Original Form 10-K and does not amend or otherwise update any other information in the Original Form 10-K. Accordingly, this Amendment should be read in conjunction with the Company’s Original Form 10-K and with the Company’s filings with the SEC subsequent to the Original Form 10-K filing. 2 Part II—Item 9B. Other Information Since the Company elects the fair value option for its investment in Longbridge, there was no impact to the Company’s financial position or results of operations as a result of the restatement of the Longbridge Financial Statements for the affected periods. However, as a result of the restatement of the Longbridge Financial Statements, certain tables in Note 6 of the Company’s Notes to Consolidated Financial Statements in the Original Form 10-K, as required by Rule S-X 4-08(g) (summarizing the aggregate financial position and results of operations of the unconsolidated entities in which the Company has an investment and applies the equity method of accounting) as of December 31, 2020 and 2019, differ with the restated information from the restated Longbridge Financial Statements. The Company determined that the changes to the revised information in the tables below are immaterial to its consolidated financial statements and notes as a whole. The following table provides a revised summary of the combined financial position of the unconsolidated entities as of December 31, 2020 and 2019, in which the Company has an investment: December 31, 2020 December 31, 2019 (In thousands) Assets Investments in securities, loans, MSRs, and REO (1) $ 5,377,551 $ 3,832,204 Other assets 92,987 65,580 Total assets $ 5,470,538 $ 3,897,784 Liabilities Borrowings $ 5,144,109 $ 3,659,165 Other liabilities 30,801 28,134 Total liabilities 5,174,910 3,687,299 Equity 295,628 210,485 Total liabilities and equity $ 5,470,538 $ 3,897,784 (1) Includes investments carried as the lower of cost or fair value as well as investments where the unconsolidated entity has elected the fair value option. The following table provides a revised summary of the combined results of operations of the unconsolidated entities as of December 31, 2020 and 2019, in which the Company has an investment: Year Ended December 31, 2020 Year Ended December 31, 2019 (In thousands) Net Interest Income Interest income $ 9,053 $ 22,881 Interest expense (5,894) (10,492) Total net interest income 3,159 12,389 Other Income (Loss) Realized and unrealized gains (losses) on securities, loans, MSRs, and REO, net (14,292) 14,970 Income from reverse mortgage loans, at fair value 290,846 177,705 Expenses related to HMBS obligations, at fair value (223,855) (156,797) Other, net 34,227 37,059 Total other income (loss) 86,926 72,937 Total expenses 65,492 53,324 Net income (loss) before income tax expense 24,593 32,002 Income tax expense (benefit) 776 979 Net Income (Loss) $ 23,817 $ 31,023 3 Part IV—Item 15. Exhibits and Financial Statement Schedules (a) Documents filed as part of this report: 1. Financial Statements: See Index to consolidated financial statements, included in Part II, Item 8 of the Original Form 10-K. Pursuant to Rule 3-09 of Regulation S-X, the following financial statements are attached as an exhibit to this Amendment: Financial Statements of Longbridge Financial, LLC. 2. Schedules to Financial Statements: Except as disclosed below, all other financial statement schedules have been omitted because they are either inapplicable or the information required is provided in our Financial Statements and Notes thereto, included in Part II, Item 8, of the Original Form 10-K or in the Longbridge Financial Statements. The Company’s Schedule IV, included below, is unchanged from what was filed in the Original Form 10-K and has been included in this Amendment in accordance with SEC rules. Ellington Financial Inc. Schedule IV—Mortgage Loans on Real Estate December 31, 2020 Asset Type Description Number of Loans Interest Rate Maturity Date Periodic Payment Terms Prior Liens Face Amount of Mortgages Carrying Amount of Mortgages (1)(2) Principal Amount of loans subject to delinquent principal or interest Residential Mortgage Loans: (In thousands) Adjustable Rate Residential Mortgage Loan $0–$249,999 39 2.00%–8.38% 11/30–8/57 n/a n/a n/a $ 4,464 $ 2,617 Adjustable Rate Residential Mortgage Loan $250,000–$499,999 31 2.00%–9.25% 12/36–2/60 n/a n/a n/a 9,634 8,029 Adjustable Rate Residential Mortgage Loan $500,000–$749,999 16 3.00%–7.37% 7/35–9/55 n/a n/a n/a 8,193 7,773 Adjustable Rate Residential Mortgage Loan $750,000–$999,999 3 3.38%–6.75% 5/36–9/48 n/a n/a n/a 2,223 2,675 Adjustable Rate Residential Mortgage Loan $1,000,000–$1,249,999 1 6.99 % 7/48 n/a n/a n/a 902 1,003 Adjustable Rate Residential Mortgage Loan $1,250,000–$1,499,999 1 5.37 % 1/50 n/a n/a n/a 1,343 — Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $0–$249,999 397 4.00%–9.99% 6/46–4/50 n/a n/a n/a 69,577 1,938 Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $250,000–$499,999 419 4.25%–8.88% 4/46–2/60 n/a n/a n/a 142,200 4,988 Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $500,000–$749,999 155 4.50%–8.75% 3/46–4/60 n/a n/a n/a 91,987 2,299 Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $750,000–$999,999 71 4.13%–8.38% 3/46–10/59 n/a n/a n/a 60,871 4,441 Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $1,000,000–$1,249,999 34 4.62%–7.63% 8/46–3/60 n/a n/a n/a 36,567 — Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $1,250,000–$1,499,999 21 4.50%–7.49% 11/46–2/60 n/a n/a n/a 29,582 2,894 Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $1,500,000–$1,749,999 18 4.88%–7.00% 2/47–3/60 n/a n/a n/a 26,915 3,264 Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $1,750,000–$1,999,999 5 4.75%–8.50% 11/48–12/59 n/a n/a n/a 9,520 — Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $2,250,000–$2,499,999 6 4.63%–5.99% 6/48–9/59 n/a n/a n/a 14,450 — Adjustable Rate Residential Mortgage Loan Held in Securitization Trust $2,500,000–$2,749,999 3 4.99%–5.25% 7/49–11/59 n/a n/a n/a 7,996 — Fixed Rate Residential Mortgage Loan $0–$249,999 389 2.00%–14.00% 1/21–1/61 n/a n/a n/a 57,568 5,184 Fixed Rate Residential Mortgage Loan $250,000–$499,999 251 3.50%–13.00% 1/21–1/61 n/a n/a n/a 87,013 3,829 4 Asset Type Description Number of Loans Interest Rate Maturity Date Periodic Payment Terms Prior Liens Face Amount of Mortgages Carrying Amount of Mortgages (1)(2) Principal Amount of loans subject to delinquent principal or interest Residential Mortgage Loans (Continued): (In thousands) Fixed Rate Residential Mortgage Loan $500,000–$749,999 98 4.00%–20.00% 1/21–1/61 n/a n/a n/a 59,912 3,427 Fixed Rate Residential Mortgage Loan $750,000–$999,999 49 4.50%–11.55% 1/21–11/60 n/a n/a n/a 42,823 3,553 Fixed Rate Residential Mortgage Loan $1,000,000–$1,249,999 34 3.99%–9.50% 10/21–1/61 n/a n/a n/a 38,198 1,088 Fixed Rate Residential Mortgage Loan $1,250,000–$1,499,999 19 4.24%–10.65% 9/21–12/60 n/a n/a n/a 26,481 — Fixed Rate Residential Mortgage Loan $1,500,000–$1,749,999 8 4.13%–8.99% 8/21–1/61 n/a n/a n/a 13,546 — Fixed Rate Residential Mortgage Loan $1,750,000–$1,999,999 4 3.88%–5.50% 11/50–1/61 n/a n/a n/a 7,874 — Fixed Rate Residential Mortgage Loan $2,000,000–$2,249,999 3 5.88%–6.50% 10/50–1/61 n/a n/a n/a 6,591 — Fixed Rate Residential Mortgage Loan $2,250,000–$2,499,999 3 5.99%–9.00% 9/21–12/50 n/a n/a n/a 7,308 — Fixed Rate Residential Mortgage Loan $2,500,000–$2,749,999 3 4.25%–5.25% 1/51–1/61 n/a n/a n/a 7,999 — Fixed Rate Residential Mortgage Loan $3,250,000–$3,499,000 1 6.13 % 10/60 n/a n/a n/a 3,654 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $0–$249,999 260 4.63%–8.63% 1/47–9/60 n/a n/a n/a 44,822 176 Fixed Rate Residential Mortgage Loan Held in Securitization Trust $250,000–$499,999 227 4.00%–8.38% 12/34–9/60 n/a n/a n/a 80,323 1,539 Fixed Rate Residential Mortgage Loan Held in Securitization Trust $500,000–$749,999 107 4.50%–7.63% 11/47–9/60 n/a n/a n/a 65,494 3,792 Fixed Rate Residential Mortgage Loan Held in Securitization Trust $750,000–$999,999 49 4.25%–8.13% 5/48–9/60 n/a n/a n/a 41,486 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $1,000,000–$1,249,999 18 4.50%–6.38% 5/48–9/60 n/a n/a n/a 19,603 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $1,250,000–$1,499,999 20 4.50%–6.38% 12/47–7/60 n/a n/a n/a 28,010 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $1,500,000–$1,749,999 3 4.50%–5.50% 11/47–8/60 n/a n/a n/a 4,882 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $1,750,000–$1,999,999 6 4.38%–6.38% 8/48–8/60 n/a n/a n/a 11,912 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $2,000,000–$2,249,999 3 5.12%–6.24% 4/50–4/59 n/a n/a n/a 6,829 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $2,250,000–$2,499,999 1 6.00 % 1/59 n/a n/a n/a 2,508 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $2,500,000–$2,749,999 1 6.50 % 12/60 n/a n/a n/a 2,782 — Fixed Rate Residential Mortgage Loan Held in Securitization Trust $3,000,000–$3,249,999 1 5.38 % 5/49 n/a n/a n/a 3,027 — Total Residential Mortgage Loans 1,187,069 64,509 5 Asset Type Description Number of Loans Interest Rate Maturity Date Periodic Payment Terms Prior Liens Face Amount of Mortgages Carrying Amount of Mortgages (1)(2) Principal Amount of loans subject to delinquent principal or interest Commercial Mortgage Loans: (In thousands) Adjustable Rate Commercial Mortgage Loan $0–$4,999,999 10 3.37%–9.00% 1/21–10/37 n/a n/a n/a 28,692 3,983 Adjustable Rate Commercial Mortgage Loan $5,000,000–$9,999,999 9 7.00%–8.50% 3/21–4/22 n/a n/a n/a 65,776 16,500 Adjustable Rate Commercial Mortgage Loan $10,000,000–$14,999,999 5 8.00%–11.00% 10/21–3/22 n/a n/a n/a 58,999 23,750 Adjustable Rate Commercial Mortgage Loan $15,000,000–$19,999,999 3 8.25%–9.00% 8/21–9/21 n/a n/a n/a 46,633 — Adjustable Rate Commercial Mortgage Loan $25,000,000–$29,999,999 1 7.10 % 2/21 n/a n/a n/a 12,558 — Fixed Rate Commercial Mortgage Loan $5,000,000–$9,999,999 1 8.00 % 3/21 n/a n/a n/a 373 — Total Commercial Mortgage Loans 213,031 44,233 Total Mortgage Loans 1,400,100 108,742 (1) Aggregate cost for federal income tax purposes is $ 598.8 million for commercial and non-securitized residential mortgage loans. Excluded from this amount is the cost basis for federal income tax purposes of $ 801.3 million of securitized residential loans; such loans have been deemed to be sold for tax purposes but do not meet the requirements for true sale under U.S. GAAP. (2) As of December 31, 2020, all of the Company's mortgage loans were carried at fair value. See Note 2 and Note 3 in the notes to our consolidated financial statements for the year ended December 31, 2020 for additional details. The following table presents a roll-forward of the fair value of the Company's mortgage loans on real estate for the year ended December 31, 2020. Year Ended December 31, 2020 December 31, 2019 (In thousands) Beginning Balance $ 1,206,962 $ 692,131 Additions: Purchases 716,241 837,502 Net unrealized gain 11,427 6,717 Net realized gain — 3,878 Deductions: Cost of mortgages sold ( 28,613 ) ( 28,805 ) Collections of principal ( 496,186 ) ( 275,520 ) Amortization of premium and (discounts) ( 6,317 ) ( 6,363 ) Foreclosures ( 3,384 ) ( 22,578 ) Net realized loss ( 30 ) — Ending Balance $ 1,400,100 $ 1,206,962 6 3. Exhibits: Exhibit Description 3.1 Certificate of Incorporation of Ellington Financial Inc. (incorporated by reference to the current report on Form 8-K (No. 001-34569), filed on March 4, 2019) 3.2 Bylaws of Ellington Financial Inc. (incorporated by reference to the current report on Form 8-K (No. 001-34569), filed on March 4, 2019) 3.3 Certificate of Designations of 6.750% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock of Ellington Financial Inc. (incorporated by reference to the registration statement on Form 8-A filed on October 21, 2019) 4.1 Form of certificate representing the 6.750% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock of Ellington Financial Inc. (incorporated herein by reference to Exhibit 4.1 of Ellington Financial Inc.’s Form 8-A filed on October 21, 2019). 4.2 Indenture, dated as of February 13, 2019, among EF Holdco Inc., EF Cayman Holdings Ltd., Ellington Financial LLC and Wilmington Trust, National Association, as trustee (incorporated by reference to the current report on Form 8-K (No. 001-34569), filed on February 13, 2019) 4.3 Form of EF Holdco Inc.’s and EF Cayman Holdings Ltd.’s 5.50% Senior Notes due 2022 (included in Exhibit 4.2) 4.4 Description of Securities Registered under Section 12 of the Exchange Act (incorporated by reference to the Annual Report on Form 10-K for the fiscal year ended December 31, 2019) 10.1† Seventh Amended and Restated Management Agreement, by and between the Company, Ellington Financial Operating Partnership LLC and Ellington Financial Management LLC, dated as of March 13, 2018 (incorporated by reference to the Annual Report on Form 10-K for the fiscal year ended December 31, 2017) 10.2 Operating Agreement of Ellington Financial Operating Partnership LLC, by and between the Company, Ellington Financial Operating Partnership LLC and EMG Holdings, L.P., dated as of January 1, 2013 (incorporated by reference to the Annual Report on Form 10-K for the fiscal year ended December 31, 2012) 10.3 First Amendment to Limited Liability Company Operating Agreement of Ellington Financial Operating Partnership LLC, by and between the Company, Ellington Financial Operating Partnership LLC and EMG Holdings, L.P., dated as of January 1, 2013. (incorporated by reference to the Current Report on Form 8-K filed on October 22, 2019) 10.4† 2007 Incentive Plan for Individuals (incorporated by reference to the registration statement on Form S-11 (No. 333-160562), filed July 14, 2009, as amended) 10.5† 2007 Incentive Plan for Entities (incorporated by reference to the registration statement on Form S-11 (No. 333-160562), filed July 14, 2009, as amended) 10.6† Ellington Financial LLC 2017 Equity Incentive Plan (incorporated by reference to the Current Report on Form 8-K filed on May 18, 2017) 10.7† Form of LTIP Unit Award Agreement for Directors (incorporated by reference to the Annual Report on Form 10-K for the fiscal year ended December 31, 2011) 10.8† Form of LTIP Unit Award Agreement for Individuals (incorporated by reference to the Annual Report on Form 10-K for the fiscal year ended December 31, 2011) 10.9† Form of Individual LTIP Unit Award Agreement under 2017 Equity Incentive Plan (incorporated by reference to the Current Report on Form 8-K filed on May 18, 2017) 10.10† Form of Non-Employee Director LTIP Unit Award Agreement under 2017 Equity Incentive Plan (incorporated by reference to the Current Report on Form 8-K filed on May 18, 2017) 10.11† Form of OP LTIP Unit Award for Directors (incorporated by reference to Form 10-Q for the Quarter Ended September 30, 2019). 10.12† Form of OP LTIP Unit Award for Officers (incorporated by reference to Form 10-Q for the Quarter Ended September 30, 2019). 10.13† Form of Indemnity Agreement (incorporated by reference to the registration statement on Form S-11 (No. 333-160562), filed on September 3, 2009, as amended) 21.1 List of Subsidiaries (incorporated by reference to Exhibit 21.1 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2020) 23.1 Consent of the Independent Registered Public Accounting Firm (incorporated by reference to Exhibit 23.1 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2020) 23.2 Consent of Richey May & Co., for Financial Statements of Longbridge Financial, LLC 24.1 Power of Attorney (incorporated by reference to Exhibit 24.1 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2020) 7 Exhibit Description (continued) 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes – Oxley Act of 2002 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes – Oxley Act of 2002 32.1* Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes – Oxley Act of 2002 32.2* Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes – Oxley Act of 2002 99.1 Financial Statements of Longbridge Financial, LLC 101.INS Inline XBRL Instance Document 101.SCH Inline XBRL Taxonomy Extension Schema 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase 101.LAB Inline XBRL Taxonomy Extension Label Linkbase 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Furnished herewith. These certifications are not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended. † Management or compensatory plan or arrangement. 8 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ELLINGTON FINANCIAL INC. Date: July 1, 2021 By: /s/ LAURENCE PENN Laurence Penn Chief Executive Officer (Principal Executive Officer) 9