Welcome to our dedicated page for Two Harbors SEC filings (Ticker: TWOD), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings page for Two Harbors Investment Corp. 9.375% Senior Notes due 2030 (TWOD) brings together regulatory documents filed by the issuer, Two Harbors Investment Corp., that are relevant to this senior note security. Two Harbors is a Maryland corporation that identifies as a REIT in its SEC disclosures and reports under Commission File Number 001-34506.
Investors researching TWOD often look first to the issuer’s current reports on Form 8-K. For example, a Form 8-K dated October 27, 2025 reports that Two Harbors issued a press release announcing financial results for the fiscal quarter ended September 30, 2025 and furnished an earnings call presentation. These filings help readers understand the financial condition of the company whose obligations back the 9.375% senior notes due 2030.
Another Form 8-K dated September 19, 2025 describes a new prospectus supplement for an existing at-the-market equity offering program and amended and new Equity Distribution Agreements with Citizens JMP Securities, LLC and BTIG, LLC. This filing explains how Two Harbors may offer and sell shares of its common stock through sales agents, including on the NYSE or to or through a market maker, and it outlines compensation and indemnification arrangements. Although focused on equity, this information provides context on the issuer’s capital markets activity alongside its debt securities such as TWOD.
A Form 8-K dated December 17, 2025 details an Agreement and Plan of Merger among Two Harbors Investment Corp., UWM Holdings Corporation, and UWM Acquisitions 1, LLC. The filing outlines the proposed merger structure, the treatment of Two Harbors common and preferred stock, the intended tax treatment as a reorganization under Section 368(a) of the Internal Revenue Code, and the conditions to closing. This type of transaction filing is important for understanding potential changes in the corporate structure of the issuer of the TWOD notes.
On this page, users can access such 8-Ks and related exhibits as they are made available from EDGAR. AI-powered summaries can help explain the key points of earnings releases, equity offering documents, and merger agreements, highlighting information that may matter most to holders and analysts of the Two Harbors Investment Corp. 9.375% Senior Notes due 2030.
Two Harbors Investment Corp beneficial ownership disclosure: Vanguard Capital Management reports beneficial ownership of 5,422,979 shares of Common Stock, representing 5.16% of the class as of 03/31/2026. The filing states Vanguard has sole dispositive power over 5,422,979 shares and sole voting power over 771,699 shares, and that the total reflects holdings across Vanguard affiliates and managed funds.
Two Harbors Investment Corp beneficial ownership disclosure: Vanguard Capital Management reports beneficial ownership of 5,422,979 shares of Common Stock, representing 5.16% of the class as of 03/31/2026. The filing states Vanguard has sole dispositive power over 5,422,979 shares and sole voting power over 771,699 shares, and that the total reflects holdings across Vanguard affiliates and managed funds.
Two Harbors Investment Corp Schedule 13G shows Vanguard Portfolio Management reports beneficial ownership of 6,186,070 shares of common stock, representing 5.88% of the class as of 03/31/2026. The filing states Vanguard Portfolio Management has sole dispositive power over 6,186,070 shares and sole voting power over 66,176 shares; these holdings include securities held for Vanguard funds and managed accounts.
The form identifies the issuer CUSIP 90187B804 and lists Vanguard affiliates (Vanguard Fiduciary Trust Company and Vanguard Global Advisers, LLC) as related parties. The filing was signed on 04/29/2026.
Two Harbors Investment Corp Schedule 13G shows Vanguard Portfolio Management reports beneficial ownership of 6,186,070 shares of common stock, representing 5.88% of the class as of 03/31/2026. The filing states Vanguard Portfolio Management has sole dispositive power over 6,186,070 shares and sole voting power over 66,176 shares; these holdings include securities held for Vanguard funds and managed accounts.
The form identifies the issuer CUSIP 90187B804 and lists Vanguard affiliates (Vanguard Fiduciary Trust Company and Vanguard Global Advisers, LLC) as related parties. The filing was signed on 04/29/2026.
Two Harbors Investment Corp. reported net income of $32.3M for the quarter ended March 31, 2026, compared with a net loss of $79.1M a year earlier. Net income attributable to common stockholders was $19.5M, or $0.18 per diluted share, versus a loss of $(0.89) per share in 2025.
The company generated strong net servicing income of $128.3M, partially offset by a net loss of $36.0M on securities, MSR valuation and derivatives. Comprehensive results showed a loss of $11.9M due to a $44.2M unrealized loss on available-for-sale securities.
Total assets were $10.53B and stockholders’ equity $1.73B at March 31, 2026, with a $6.51B Agency and non-Agency securities portfolio and $2.38B of mortgage servicing rights. During the quarter the company repaid $261.9M of convertible senior notes and maintained 105.0 million common shares outstanding as of April 23, 2026.
The company entered into an amended merger agreement with CrossCountry Intermediate Holdco, LLC, increasing the all-cash consideration to $11.30 per common share from $10.80. Preferred shares will remain outstanding at closing and are expected to be redeemed for $25.00 per share plus accrued and unpaid dividends after the merger, which is expected to close in the second half of 2026, subject to stockholder and regulatory approvals.
Two Harbors Investment Corp. reported net income of $32.3M for the quarter ended March 31, 2026, compared with a net loss of $79.1M a year earlier. Net income attributable to common stockholders was $19.5M, or $0.18 per diluted share, versus a loss of $(0.89) per share in 2025.
The company generated strong net servicing income of $128.3M, partially offset by a net loss of $36.0M on securities, MSR valuation and derivatives. Comprehensive results showed a loss of $11.9M due to a $44.2M unrealized loss on available-for-sale securities.
Total assets were $10.53B and stockholders’ equity $1.73B at March 31, 2026, with a $6.51B Agency and non-Agency securities portfolio and $2.38B of mortgage servicing rights. During the quarter the company repaid $261.9M of convertible senior notes and maintained 105.0 million common shares outstanding as of April 23, 2026.
The company entered into an amended merger agreement with CrossCountry Intermediate Holdco, LLC, increasing the all-cash consideration to $11.30 per common share from $10.80. Preferred shares will remain outstanding at closing and are expected to be redeemed for $25.00 per share plus accrued and unpaid dividends after the merger, which is expected to close in the second half of 2026, subject to stockholder and regulatory approvals.
Two Harbors Investment Corp. has amended its merger agreement with CrossCountry Intermediate Holdco, LLC (CCM), raising the all-cash price for common stockholders. At closing, each share of Two Harbors common stock will be converted into the right to receive $11.30 in cash, increased from $10.80 in the original CCM merger agreement.
The amendment doubles the company termination fee payable to CCM from $25.4 million to $50.0 million and adds scenarios where Two Harbors must refund CCM for a previously paid $25.4 million termination fee if the amended agreement is later terminated under specified conditions. A new closing condition requires certain permits for Two Harbors’ mortgage origination and servicing businesses to be consented to before completion.
The Two Harbors board unanimously approved the amended agreement, reaffirmed its recommendation that stockholders approve the CCM transaction, and kept the special meeting date of May 19, 2026. CCM will redeem Two Harbors’ Series A, B and C preferred stock after closing at $25.00 per share plus any accumulated and unpaid dividends, and upon completion, Two Harbors’ common stock will be delisted and the company will become a wholly owned subsidiary of CrossCountry.
Two Harbors Investment Corp. has amended its merger agreement with CrossCountry Intermediate Holdco, LLC (CCM), raising the all-cash price for common stockholders. At closing, each share of Two Harbors common stock will be converted into the right to receive $11.30 in cash, increased from $10.80 in the original CCM merger agreement.
The amendment doubles the company termination fee payable to CCM from $25.4 million to $50.0 million and adds scenarios where Two Harbors must refund CCM for a previously paid $25.4 million termination fee if the amended agreement is later terminated under specified conditions. A new closing condition requires certain permits for Two Harbors’ mortgage origination and servicing businesses to be consented to before completion.
The Two Harbors board unanimously approved the amended agreement, reaffirmed its recommendation that stockholders approve the CCM transaction, and kept the special meeting date of May 19, 2026. CCM will redeem Two Harbors’ Series A, B and C preferred stock after closing at $25.00 per share plus any accumulated and unpaid dividends, and upon completion, Two Harbors’ common stock will be delisted and the company will become a wholly owned subsidiary of CrossCountry.
Two Harbors Investment Corp. reported first quarter 2026 results and highlighted an amended merger agreement with CrossCountry Mortgage. CCM will now pay $11.30 in cash per TWO common share, increased from $10.80, with closing still expected in the second half of 2026, subject to stockholder and regulatory approvals.
Common shareholders saw book value decline to $10.57 per share and a comprehensive loss of $24.7 million, or $(0.24) per basic common share, driven largely by MSR and securities fair value losses. GAAP net income attributable to common stockholders was $19.5 million, while Earnings Available for Distribution, a non-GAAP measure used to gauge dividend capacity, were $35.8 million, or $0.34 per basic common share, matching the declared quarterly dividend.
The company maintained an MSR-focused portfolio totaling $11.9 billion of Agency RMBS, MSR and related positions including TBAs, and an economic debt-to-equity ratio of 6.4:1. Management noted lower net interest expense from reduced financing costs, but also higher merger-related expenses tied to the CCM transaction and termination of the prior UWM merger agreement. Preferred stockholders are expected to be redeemed for $25.00 per share plus accrued dividends after the merger closes, and the board continues to recommend stockholders vote in favor of the CCM merger.
Two Harbors Investment Corp. reported first quarter 2026 results and highlighted an amended merger agreement with CrossCountry Mortgage. CCM will now pay $11.30 in cash per TWO common share, increased from $10.80, with closing still expected in the second half of 2026, subject to stockholder and regulatory approvals.
Common shareholders saw book value decline to $10.57 per share and a comprehensive loss of $24.7 million, or $(0.24) per basic common share, driven largely by MSR and securities fair value losses. GAAP net income attributable to common stockholders was $19.5 million, while Earnings Available for Distribution, a non-GAAP measure used to gauge dividend capacity, were $35.8 million, or $0.34 per basic common share, matching the declared quarterly dividend.
The company maintained an MSR-focused portfolio totaling $11.9 billion of Agency RMBS, MSR and related positions including TBAs, and an economic debt-to-equity ratio of 6.4:1. Management noted lower net interest expense from reduced financing costs, but also higher merger-related expenses tied to the CCM transaction and termination of the prior UWM merger agreement. Preferred stockholders are expected to be redeemed for $25.00 per share plus accrued dividends after the merger closes, and the board continues to recommend stockholders vote in favor of the CCM merger.
Two Harbors Investment Corp. amends its annual report to add full 2025 Part III information on directors, executive compensation and governance. The company reports a book value of $11.13 per share at December 31, 2025, down from $14.47 a year earlier, with total economic return on book value of (12.6)%, or 12.1% excluding a $375 million litigation settlement. Common shareholders received total dividends of $1.52 per share, an average dividend yield of 13.8%.
As of June 30, 2025, non‑affiliate common equity market value was about $1.1 billion, and there were 105,046,333 common shares outstanding as of April 22, 2026. The filing details an eight‑member, largely independent board, robust committee structure, and a pay‑for‑performance program combining base salary, annual cash incentives and equity awards.
For 2025, CEO William Greenberg’s base salary was $1.0 million with a target bonus equal to 200% of salary and long‑term incentives at 350% of salary, split between performance share units and restricted stock units. Annual incentives were driven 70% by absolute and relative total economic return and 30% by strategic and operational goals. Stockholders showed strong support for the program, with approximately 96.6% of votes cast in favor of say‑on‑pay at the 2025 annual meeting.
Two Harbors Investment Corp. amends its annual report to add full 2025 Part III information on directors, executive compensation and governance. The company reports a book value of $11.13 per share at December 31, 2025, down from $14.47 a year earlier, with total economic return on book value of (12.6)%, or 12.1% excluding a $375 million litigation settlement. Common shareholders received total dividends of $1.52 per share, an average dividend yield of 13.8%.
As of June 30, 2025, non‑affiliate common equity market value was about $1.1 billion, and there were 105,046,333 common shares outstanding as of April 22, 2026. The filing details an eight‑member, largely independent board, robust committee structure, and a pay‑for‑performance program combining base salary, annual cash incentives and equity awards.
For 2025, CEO William Greenberg’s base salary was $1.0 million with a target bonus equal to 200% of salary and long‑term incentives at 350% of salary, split between performance share units and restricted stock units. Annual incentives were driven 70% by absolute and relative total economic return and 30% by strategic and operational goals. Stockholders showed strong support for the program, with approximately 96.6% of votes cast in favor of say‑on‑pay at the 2025 annual meeting.
Two Harbors Investment Corp. is asking common stockholders to approve a merger with CrossCountry Intermediate Holdco, LLC under which each outstanding share of TWO common stock will be converted into the right to receive $10.80 per share in cash (the CCM Merger Consideration). The Board unanimously recommends the merger and has set a virtual special meeting for May 19, 2026 (record date: April 15, 2026).
Each outstanding share of TWO preferred stock will remain outstanding at closing and, promptly after the Effective Time, TWO will deliver a notice of redemption; CCM will deposit in trust $25.00 per preferred share plus accrued unpaid dividends to fund the redemptions. The merger agreement includes customary closing conditions, a termination window to March 27, 2027 (subject to extension), and specified termination-fee arrangements.
Two Harbors Investment Corp. is asking common stockholders to approve a merger with CrossCountry Intermediate Holdco, LLC under which each outstanding share of TWO common stock will be converted into the right to receive $10.80 per share in cash (the CCM Merger Consideration). The Board unanimously recommends the merger and has set a virtual special meeting for May 19, 2026 (record date: April 15, 2026).
Each outstanding share of TWO preferred stock will remain outstanding at closing and, promptly after the Effective Time, TWO will deliver a notice of redemption; CCM will deposit in trust $25.00 per preferred share plus accrued unpaid dividends to fund the redemptions. The merger agreement includes customary closing conditions, a termination window to March 27, 2027 (subject to extension), and specified termination-fee arrangements.
Two Harbors Investment Corp. reported receiving an unsolicited proposal to acquire all outstanding common shares for $10.70 per share in cash. The proposal also includes payment of the $25.4 million termination fee that would be owed to UWM Holdings Corporation if Two Harbors ends their existing merger agreement.
After consulting financial and legal advisors, an ad hoc board committee determined the unsolicited bid could reasonably be expected to lead to a "Company Superior Proposal" under the UWMC merger agreement, and will engage further, including on definitive documentation. However, the committee has not concluded that it is superior, the UWMC merger agreement remains in effect, and the board continues to recommend the UWMC transaction. The special meeting of stockholders to vote on the UWMC deal remains scheduled for March 24, 2026.
Two Harbors Investment Corp. reported receiving an unsolicited proposal to acquire all outstanding common shares for $10.70 per share in cash. The proposal also includes payment of the $25.4 million termination fee that would be owed to UWM Holdings Corporation if Two Harbors ends their existing merger agreement.
After consulting financial and legal advisors, an ad hoc board committee determined the unsolicited bid could reasonably be expected to lead to a "Company Superior Proposal" under the UWMC merger agreement, and will engage further, including on definitive documentation. However, the committee has not concluded that it is superior, the UWMC merger agreement remains in effect, and the board continues to recommend the UWMC transaction. The special meeting of stockholders to vote on the UWMC deal remains scheduled for March 24, 2026.
Two Harbors Investment Corp. adjourned its virtual special meeting of stockholders to March 24, 2026 at 11:00 a.m. Eastern Time to allow more time to gather votes on its proposed all-stock merger with UWM Holdings Corporation. The record date remains February 10, 2026, and proxies already submitted will carry over unless changed or revoked. Under the definitive agreement announced earlier, Two Harbors stockholders would receive a fixed exchange ratio of 2.3328 shares of UWMC Class A common stock for each share of Two Harbors common stock, subject to stockholder approval and customary closing conditions. The board unanimously recommends voting in favor of the transaction and encourages remaining stockholders to vote “FOR” each proposal at the reconvened meeting.
Two Harbors Investment Corp. adjourned its virtual special meeting of stockholders to March 24, 2026 at 11:00 a.m. Eastern Time to allow more time to gather votes on its proposed all-stock merger with UWM Holdings Corporation. The record date remains February 10, 2026, and proxies already submitted will carry over unless changed or revoked. Under the definitive agreement announced earlier, Two Harbors stockholders would receive a fixed exchange ratio of 2.3328 shares of UWMC Class A common stock for each share of Two Harbors common stock, subject to stockholder approval and customary closing conditions. The board unanimously recommends voting in favor of the transaction and encourages remaining stockholders to vote “FOR” each proposal at the reconvened meeting.
Two Harbors Investment Corp. is an internally managed mortgage REIT that focuses on mortgage servicing rights (MSR) and Agency residential mortgage-backed securities (RMBS), using interest rate and prepayment analytics, moderate leverage and hedging to generate long-term stockholder value while maintaining REIT and 1940 Act exemptions.
The company services and originates mortgages through RoundPoint, finances assets mainly with repurchase agreements and MSR facilities, and operates under extensive mortgage, consumer and data-privacy regulation. It has agreed to an all-stock Merger under which each common share will be exchanged for 2.3328 shares of newly issued Class A common stock, with closing expected in the second quarter of 2026 subject to stockholder and regulatory approvals.
Two Harbors Investment Corp. is an internally managed mortgage REIT that focuses on mortgage servicing rights (MSR) and Agency residential mortgage-backed securities (RMBS), using interest rate and prepayment analytics, moderate leverage and hedging to generate long-term stockholder value while maintaining REIT and 1940 Act exemptions.
The company services and originates mortgages through RoundPoint, finances assets mainly with repurchase agreements and MSR facilities, and operates under extensive mortgage, consumer and data-privacy regulation. It has agreed to an all-stock Merger under which each common share will be exchanged for 2.3328 shares of newly issued Class A common stock, with closing expected in the second quarter of 2026 subject to stockholder and regulatory approvals.