54 unchanged sentences
All consolidated financial statement schedules have been omitted because they are either inapplicable or not deemed material, or the information required is provided in our Financial Statements and Notes thereto, included in Part II, Item 8, of Annual Report on Form 10-K.
+Added: Agreement and Plan of Merger, dated as of August 8, 2023, by and among AG Mortgage Investment Trust, Inc., AGMIT Merger Sub, LLC, Western Asset Mortgage Capital Corporation and, solely for the limited purposes set forth therein, AG REIT Management, LLC, incorporated by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 9, 2023.
Articles of Amendment and Restatement of AG Mortgage Investment Trust, Inc., incorporated by reference to Exhibit 3.1 of Amendment No.
12 unchanged sentences
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.
+Added: Indenture, dated as of October 2, 2017, by and between Western Asset Mortgage Capital Corporation and Wells Fargo Bank, National Association, incorporated by reference to Exhibit 4.1 of Western Asset Mortgage Capital Corporation's Current Report on Form 8-K, filed with the Securities and Exchange Commission on October 3, 2017.
+Added: Second Supplemental Indenture, dated as of September 14, 2021, by and between Western Asset Mortgage Capital Corporation and Wells Fargo Bank, National Association, incorporated by reference to Exhibit 4.2 of Western Asset Mortgage Capital Corporation's Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 14, 2021.
+Added: Third Supplemental Indenture, dated as of December 6, 2023, by and among the AG Mortgage Investment Trust, Inc., AGMIT Merger Sub, LLC, Western Asset Mortgage Capital Corporation and Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, incorporated by reference to Exhibit 4.3 of the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on December 6, 2023.
+Added: Form of 6.75% Convertible Senior Notes due 2024, attached as Exhibit A to the Second Supplemental Indenture filed as Exhibit 4.2 hereto, incorporated by reference to Exhibit 4.2 of Western Asset Mortgage Capital Corporation's Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 14, 2021.
+Added: Indenture, dated January 26, 2024, between AG Mortgage Investment Trust, Inc.
+Added: Bank Trust Company, National Association, as Trustee, incorporated by reference to Exhibit 4.2 of the Company's Registration Statement on Form 8-A12B, filed with the Securities and Exchange Commission on January 26, 2024.
+Added: First Supplemental Indenture, dated January 26, 2024, between AG Mortgage Investment Trust, Inc.
+Added: Bank Trust Company, National Association, as Trustee, incorporated by reference to Exhibit 4.3 to the Company's Registration Statement on Form 8-A12B, filed with the Securities and Exchange Commission on January 26, 2024.
+Added: Form of 9.500% Senior Notes Due 2029 of AG Mortgage Investment Trust, Inc.
+Added: (attached as Exhibit A to the First Supplemental Indenture, incorporated by reference to Exhibit 4.3 to the Company's Registration Statement on Form 8-A12B, filed with the Securities and Exchange Commission on January 26, 2024).
Management Agreement, dated June 29, 2011 by and between the Company and AG REIT Management, LLC, incorporated by reference to Exhibit 10.1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2021, filed with the Securities and Exchange Commission on February 25, 2022.
11 unchanged sentences
and AG REIT Management, LLC, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 22, 2021.
+Added: Fourth Amendment to Management Agreement, dated as of August 8, 2023, by and between AG Mortgage Investment Trust, Inc.
+Added: and AG REIT Management, LLC, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on August 9, 2023.
AG Mortgage Investment Trust, Inc.
11 unchanged sentences
Rossiello pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification of Th omas J.
+Added: Certification of Thomas J.
Durkin pursuant to Rule 13a-14(b) and 18 U.S.C.
3 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: AG Mortgage Investment Trust, Inc.
+Added: Clawback Policy.
101.INS XBRL Instance Document
10 unchanged sentences
AG MORTGAGE INVESTMENT TRUST, INC.
−Removed: February 27, 2023 By:
+Added: March 11, 2024 By:
/s/ THOMAS J.
6 unchanged sentences
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, this report has been signed below on behalf of the Registrant in the capacities and on the dates indicated.
−Removed: February 27, 2023 By:
+Added: March 11, 2024 By:
/s/ THOMAS J.
Director, Chief Executive Officer and President (Principal Executive Officer)
−Removed: February 27, 2023 By:
+Added: March 11, 2024 By:
/s/ ANTHONY W.
1 unchanged sentence
Officer and Principal Accounting Officer)
−Removed: February 27, 2023 By:
+Added: March 11, 2024 By:
/s/ NICHOLAS SMITH
1 unchanged sentence
Director, Chief Investment Officer
−Removed: February 27, 2023 By:
+Added: March 11, 2024 By:
/s/ DEBRA HESS
Non-Executive Chair, Director
−Removed: February 27, 2023 By:
+Added: March 11, 2024 By:
/s/ PETER LINNEMAN
Peter Linneman
−Removed: February 27, 2023 By:
+Added: March 11, 2024 By:
/s/ DIANNE HURLEY
Dianne Hurley
−Removed: February 27, 2023 By:
+Added: March 11, 2024 By:
/s/ MATTHEW JOZOFF
Matthew Jozoff
+Added: March 11, 2024 By:
+Added: CHRISTIAN MITCHELL
+Added: Christian Mitchell
+Added: March 11, 2024 By:
+Added: /s/ LISA QUATEMAN
+Added: Lisa Quateman
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.