IVR 8-K
Invesco Mortgage Capital Inc. (IVR)
8-K
2026-08-03
For: 2026-08-03
View Original
Added on
August 03, 2026
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): August 3, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
Registrant’s telephone number, including area code: (404 ) 892-0896
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 Symbol | Name of Each Exchange on Which Registered | ||||||||||||
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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | ||||
Effective August 3, 2026, the Board of Directors (the “Board”) of Invesco Mortgage Capital Inc. (the “Company”) appointed Mr. Peter Graham to serve as a director of the Company. The Board also appointed Mr. Graham as a member of each of the Audit, Compensation, and Nomination and Corporate Governance committees, effective concurrently with the commencement of his Board service.
Mr. Graham, age 60, is Co-President and Chief Financial Officer for Sallie Mae (formally, SLM Corporation). In this capacity, Mr. Graham is responsible for finance, treasury and capital markets activities at Sallie Mae, as well as equity and fixed-income investor relations. Mr. Graham has more than 30 years of experience in financial services and corporate finance, previously serving as Chief Financial Officer for PRA Group. Prior to this, Mr. Graham was with General Electric for more than a decade, where he held various executive finance roles of increasing responsibility including Chief Financial Officer for GE Commercial Distribution Finance and GE Capital Markets. Prior to his time at GE, Mr. Graham led audit and advisory teams at KPMG LLP serving financial services clients in insurance, banking, and asset management. Mr. Graham will receive the same compensation from the Company as the other non-employee members of the Board. There are no related party transactions between the Company and Mr. Graham reportable under Item 404(a) of Regulation S-K.
| Item 7.01 | Regulation FD Disclosure. | ||||
On August 3, 2026, the Company issued a press release announcing the appointment of Mr. Graham to the Board, which is furnished as Exhibit 99.1.
The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. | ||||
| (d) | Exhibits. | |||||||
Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 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.
Invesco Mortgage Capital Inc.
By: /s/ Will McAllister
Will McAllister
General Counsel and Secretary
Date: August 3, 2026
Exhibit 99.1
 | Press Release For immediate release Greg Seals, Investor Relations 404-439-3323 | ||||
Peter Graham to join Invesco Mortgage Capital Inc. Board of Directors
Atlanta, August 3, 2026 – Invesco Mortgage Capital Inc. (the “Company”) (NYSE: IVR) announced today that Peter Graham has joined its Board of Directors (the “Board”), effective August 3, 2026. Mr. Graham is Co-President and Chief Financial Officer of Sallie Mae (formally, SLM Corporation). In this capacity, Mr. Graham is responsible for finance, treasury and capital markets activities at Sallie Mae, as well as equity and fixed-income investor relations. Mr. Graham has more than 30 years of experience in financial services and corporate finance positions, previously serving as Chief Financial Officer for PRA Group. Prior to this, he spent more than a decade at General Electric in various executive finance roles of increasing responsibility. Mr. Graham will also join the Board’s Audit, Compensation, and Nomination and Corporate Governance committees.
“We are thrilled to have Pete join our Board,” said Don Liu, Chair of the Company’s Board of Directors. “His extensive expertise in financial services and corporate finance will provide an immediate and positive contribution to the Board. Additionally, Pete’s corporate leadership experience and strategic acumen will offer insight and perspective that is deeply valued by the Board and the Company.”
About Invesco Mortgage Capital Inc.
The Company is a real estate investment trust that primarily focuses on investing in, financing and managing mortgage-backed securities and other mortgage-related assets. The Company is externally managed and advised by Invesco Advisers, Inc., a registered investment adviser and an indirect wholly-owned subsidiary of Invesco Ltd., an independent global investment management firm.
Cautionary Notice Regarding Forward-Looking Statements
This press release may include statements and information that constitute “forward-looking statements” within the meaning of the U.S. securities laws as defined in the Private Securities Litigation Reform Act of 1995, and such statements are intended to be covered by the safe harbor provided by the same. Words such as “believes,” “expects,” “anticipates,” “intends,” “plans,” “estimates,” “projects,” “forecasts,” and future or conditional verbs such as “will,” “may,” “could,” “should,” and “would” as well as any other statement that necessarily depends on future events, are intended to identify forward-looking statements.
Forward-looking statements are not guarantees, and they involve risks, uncertainties and assumptions. There can be no assurance that actual results will not differ materially from our expectations. We caution investors not to rely unduly on any forward-looking statements and urge you to carefully consider the risks identified under the captions “Risk Factors,” “Forward-Looking Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our annual report on Form 10-K for the year ended December 31, 2025, which may be updated by subsequently filed quarterly reports on Form 10-Q or current reports on Form 8-K, which are available on the Securities and Exchange Commission’s website at www.sec.gov.
All written or oral forward-looking statements that we make, or that are attributable to us, are expressly qualified by this cautionary notice. We expressly disclaim any obligation to update the information in any public disclosure if any forward-looking statement later turns out to be inaccurate.