8-K
Angel Oak Mortgage REIT, Inc. (AOMR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): March 2, 2023
Angel Oak Mortgage, Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 001-40495 | 37-1892154 |
|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
3344 Peachtree Road Northeast, Suite 1725, Atlanta, Georgia 30326
(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: (404) 953-4900
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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, $0.01 par value per share | AOMR | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| 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. | ☐ |
Item 7.01. Regulation FD Disclosure.
On March 2, 2023, Angel Oak Mortgage, Inc. issued a press release announcing tax information regarding its dividend distributions for 2022. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.
The information contained in this Item 7.01 and the attached Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 7.01 and the attached Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, unless it is specifically incorporated by reference therein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
Exhibit 99.1 Press Release datedMarch2, 2023
Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: March 2, 2023 | ANGEL OAK MORTGAGE, INC. |
|---|---|
| By: /s/ Brandon Filson | |
| Name: Brandon Filson | |
| Title: Chief Financial Officer and Treasurer |
Document
EXHIBIT 99.1
Angel Oak Mortgage, Inc. Announces Dividend Distribution Tax Information for 2022
ATLANTA – March 2, 2023 -- Angel Oak Mortgage, Inc. (NYSE: AOMR) (the “Company,” “we,” and “our”), a leading real estate finance company focused on acquiring and investing in first lien non-QM loans and other mortgage-related assets in the U.S. mortgage market, today announced tax information regarding its dividend distributions for 2022.
During 2022, the Company distributed dividends totaling $1.67 per share of common stock (CUSIP 03464Y108). The table below provides information on the expected federal income tax characterization for the Company’s common stock dividend distributions paid in 2022. Shareholders are encouraged to confirm that the tax statements they receive from their brokerage firms align with the information reported in this document and to consult with their tax advisors to determine individual tax implications.
| Dividend<br>Distribution<br>Type | Record Dates | Payable Dates | Total Distribution Per Share | Ordinary Income Per Share | Qualified Dividend Per Share | Return of Capital Per Share | Long-Term Capital Gains Per Share | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Regular | March 22, 2022 | March 31, 2022 | $ | 0.45 | $ | — | $ | — | $ | 0.45 | $ | — |
| Regular | May 23, 2022 | May 31, 2022 | $ | 0.45 | $ | — | $ | — | $ | 0.45 | $ | — |
| Regular | August 22, 2022 | August 31, 2022 | $ | 0.45 | $ | — | $ | — | $ | 0.45 | $ | — |
| Regular | November 22, 2022 | November 30, 2022 | $ | 0.32 | $ | — | $ | — | $ | 0.32 | $ | — |
| Total Allocated to 2022 | $ | 1.67 | $ | — | $ | — | $ | 1.67 | $ | — |
About Angel Oak Mortgage, Inc.
Angel Oak Mortgage, Inc. is a real estate finance company focused on acquiring and investing in first lien non-QM loans and other mortgage-related assets in the U.S. mortgage market. The Company’s objective is to generate attractive risk-adjusted returns for its stockholders through cash distributions and capital appreciation across interest rate and credit cycles. The Company is externally managed and advised by an affiliate of Angel Oak Capital Advisors, LLC, which, collectively with its affiliates, is a leading alternative credit manager with a vertically integrated mortgage origination platform. Additional information about the Company is available at www.angeloakreit.com.
Contacts
Investors:
investorrelations@angeloakreit.com
855-502-3920
Media:
Bernardo Soriano, Gregory FCA for Angel Oak Mortgage, Inc.
914-656-3880
bernardo@gregoryfca.com
Company Contact:
Randy Chrisman, Chief Marketing & Corporate Investor Relations Officer, Angel Oak Capital Advisors
404-953-4969
randy.chrisman@angeloakcapital.com