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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
 
DC 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):
October 12, 2021
Orchid Island Capital, Inc.
(Exact Name of Registrant as Specified in Charter)
Maryland
001-35236
27-3269228
(State or Other Jurisdiction of
Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
3305 Flamingo Drive
,
Vero Beach
,
Florida
32963
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number,
 
including area code
(
772
)
231-1400
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:
 
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:
Common Stock, par value $0.01 per share
ORC
NYSE
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 2.02.
 
Results of Operations and Financial Condition
On October 12, 2021, Orchid Island Capital, Inc. (the “Company”)
 
announced its estimated book value of $4.77 per share as
of September 30, 2021, certain details of its RMBS portfolio as of September 30,
 
2021, and estimated GAAP net income per
share of $0.20, including an estimated $0.02 per share of net realized and unrealized
 
losses, for the quarter ended September
30, 2021.
 
These figures and the estimated book value per share and estimated GAAP net income
 
per share are preliminary,
subject to change, and subject to review by the Company’s
 
independent registered public accounting firm. A copy of the
Company’s press release announcing
 
the dividend and the other information regarding the Company is attached hereto
 
as
Exhibit 99.1 and incorporated herein by reference.
Item 8.01.
 
Other Events.
On October 12, 2021, the Company announced that
 
the Board of Directors of the Company declared
 
a dividend for the month
of October 2021
 
of $0.065 per
 
share of the
 
Company’s common
 
stock to be paid
 
on November 26,
 
2021 to holders
 
of record
on October 29, 2021, with an ex-dividend date of October
 
28, 2021. In addition, the Company announced certain details of its
RMBS
 
portfolio
 
as
 
of
 
September
 
30,
 
2021
 
as
 
well
 
as
 
certain
 
other
 
information
 
regarding
 
the
 
Company.
 
A
 
copy
 
of
 
the
Company’s
 
press
 
release
 
announcing
 
the
 
dividend
 
and
 
the
 
other
 
information
 
regarding
 
the
 
Company
 
is
 
attached
 
hereto
 
as
Exhibit 99.1 and incorporated herein by this reference.
Caution About Forward-Looking Statements.
 
This Current Report on Form 8-K contains forward-looking statements within
 
the meaning of the Private Securities Litigation
Reform
 
Act
 
of
 
1995
 
and
 
other
 
federal
 
securities
 
laws,
 
including,
 
but
 
not
 
limited
 
to,
 
statements
 
about
 
the
 
Company’s
distributions
 
and
 
expected
 
funding
 
of
 
purchased
 
assets.
 
These
 
forward-looking
 
statements
 
are
 
based
 
upon
 
the
 
Company’s
present expectations, but the Company cannot assure investors that actual results will not vary from
 
the expectations contained
in
 
the
 
forward-looking
 
statements.
 
Investors
 
should
 
not
 
place undue
 
reliance
 
upon
 
forward
 
looking
 
statements.
 
For
 
further
discussion of the factors that could affect outcomes, please refer to
 
the “Risk Factors” section of the Company's
 
Annual Report
on Form 10-K for the
 
fiscal year ended December 31, 2020.
 
All forward-looking statements speak only as
 
of the date on which
they are made. New risks and uncertainties arise over time, and
 
it is not possible to predict those events or
 
how they may affect
the Company. Except as required by law, the Company is
 
not obligated to, and
 
does not intend to,
 
update or revise any
 
forward-
looking statements, whether as a result of new information, future events or otherwise.
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.
Date: October 12, 2021
 
ORCHID ISLAND CAPITAL,
 
INC.
By:
/s/ Robert E. Cauley
Robert E. Cauley
Chairman and Chief Executive Officer