Dynex Capital Inc 8-K/A, filed Feb 14, 2023
Dynex Capital Inc (DX)
8-K/A
2023-02-14
For: 2023-02-10
View Original
Added on
April 11, 2026
About this 8-K/A
Dynex Capital Inc filed this 8-K/A on February 14, 2023, reporting on events of February 10, 2023.
Items reported
- Item 1.01: Entered into a material agreement
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
(Amendment No.1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 10, 2023
___________
(Exact name of registrant as specified in its charter)
Not Applicable
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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:
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| Securities registered pursuant to Section 12(b) of the Act: | ||||||||||||||
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par value $0.01 per share | ||||||||||||||
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. ☐
Explanatory Note
Item 1.01 Entry into a Material Definitive Agreement.
On February 10, 2023, Dynex Capital, Inc. (the “Company”), entered into amendment no. 4 (“Amendment No. 4”) to the distribution agreement, dated June 29, 2018, as amended (the “Agreement” and as amended by Amendment No. 4, the “Amended Agreement”) by and among the Company, J.P. Morgan Securities LLC, JMP Securities LLC, JonesTrading Institutional Services LLC and BTIG, LLC.
Amendment No. 4 increases the number of shares of the Company’s common stock available for sale under the Agreement by 13,000,000 shares.
The foregoing summary does not purport to be a complete description and is qualified in its entirety by reference to the full text of Amendment No. 4, which is attached as Exhibit 10.1 hereto.
In connection with the filing of Amendment No. 4, the Company is filing as Exhibit 5.1 hereto an opinion of its counsel, Mayer Brown LLP, with respect to the legality of the shares.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description of Exhibit | |||||||
| 5.1 | ||||||||
| 10.1 | ||||||||
| 23.1 | ||||||||
| 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.
| DYNEX CAPITAL, INC. | |||||||||||
| Date: | February 14, 2023 | By: | /s/ Robert S. Colligan | ||||||||
| Robert S. Colligan | |||||||||||
| Executive Vice President, Chief Financial Officer and Secretary (Principal Financial Officer) | |||||||||||