8-K current report · filed Aug 25, 2026

TWO HARBORS INVESTMENT CORP. (TWO) 8-K Current Report: August 25, 2026

Item 2.01Item 3.03Item 5.01Item 5.02Item 8.01TWO overview

Short answer

TWO HARBORS INVESTMENT CORP. (TWO) filed an 8-K current report with the SEC on August 25, 2026 reporting Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 3.03 (Material Modification to Rights of Security Holders), Item 5.01 (Changes in Control of Registrant), Item 5.02 (Departure/Election of Directors or Officers), Item 8.01 (Other Events). CCM Merger closed, triggering a complete TWO board turnover.

TWO HARBORS INVESTMENT CORP. 8-K event analysis

AI summary of each reported item and its exhibits

Item 2.01 · Completion of Acquisition or Disposition of Assets

  • CCM Merger closed, triggering a complete TWO board turnover
  • Eight former directors departed simultaneously, without disagreements over operations, policies, or practices
  • Ron Leonhardt became TWO’s director through the merger
  • Governance now concentrated under the merger-appointed director, creating significant oversight and strategic-continuity implications

Item 3.03 · Material Modification to Rights of Security Holders

  • TWO common shares converted into merger consideration at the effective time
  • Former TWO common stockholders lost voting and other stockholder rights
  • Shareholders’ remaining entitlement limited to receiving merger consideration under the CCM Merger Agreement

Item 5.01 · Changes in Control of Registrant

  • CCM merger completed, transferring control of TWO to CCM
  • TWO now a wholly owned subsidiary of CCM
  • Outstanding TWO common shares converted into merger consideration
  • Consideration funded through CCM cash on hand and existing affiliate financing facilities

Item 5.02 · Departure/Election of Directors or Officers

  • Officer compensation arrangements disclosed under Item 5.02
  • Introduction and subsequent sections contain the substantive compensation terms

Item 8.01 · Other Events

  • CCM Merger completed August 25, 2026, triggering planned capital-structure changes
  • Preferred shares redeemed at $25.00 plus accrued unpaid dividends, totaling approximately $622.0 million
  • $115.0 million of 9.375% Senior Notes due 2030 targeted for repurchase at 104% of principal
  • Notes repurchase consideration expected at approximately $120.0 million, plus accrued unpaid interest
  • Preferred stock and Senior Notes expected to be delisted and deregistered after redemption or discharge

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