Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________

FORM 8-K

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CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) April 2, 2020

ARMOUR Residential REIT, Inc.

(Exact Name of Registrant as Specified in Its Charter)



Maryland	001-34766	26-1908763
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)



3001 Ocean Drive, Suite 201
Vero Beach,	Florida	32963
(Address of Principal Executive Offices)		(Zip Code)

(772) 617-4340

(Registrant’s Telephone Number, Including Area Code)

n/a

(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 symbols	Name of Exchange on which registered
Preferred Stock, 7.00% Series C Cumulative Redeemable	ARR-PRC	New York Stock Exchange
Common Stock, $0.001 par value	ARR	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 a 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 5.02	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

ARMOUR Residential REIT, Inc. (“ARMOUR” or the “Company”), previously disclosed on December 17, 2019, that Mark R. Gruber had elected to retire from his role as the Chief Investment Officer and Chief Operating Officer of ARMOUR, effective March 31, 2020. In light of the increased volatility in the fixed-income and equity markets, Mr. Gruber has agreed to postpone indefinitely his previously announced retirement and continue in his role as Chief Investment Officer. David Sayles will also continue in his current role of Managing Director for Portfolio and Risk Analysis.



Item 7.01.	Regulation FD Disclosure.

On April 2, 2020, the Company issued a press release announcing a Company update related to the continued market volatility due to the novel Coronavirus outbreak. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K

The information contained in Item 7.01 and the attached Exhibit 99.1 is furnished to and not filed with the Securities and Exchange Commission, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.



Item 8.01.	Other Events.

ARMOUR also announced on April 2, 2020, the declaration of the April 2020 dividend on its Series C Preferred Stock at the rate of $0.14583 per share to holders of record on April 15, 2020, payable on April 27, 2020.



Item 9.01.	Financial Statements and Exhibits.

(d) Exhibits



Exhibit No.			Description
99.1			Press Release, dated April 2, 2020
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

Dated: April 2, 2020



	ARMOUR RESIDENTIAL REIT, INC.

	By:	/s/ Gordon M. Harper
	Name:	Gordon M. Harper
	Title:	VP Finance and Controller