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ANNALY CAPITAL MANAGEMENT INC

For the period ended Sep 30, 2025. Filed Oct 30, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Oct 30, 2025

NLY$18.75-0.5%Stored close · as of Nov 6, 2026
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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 10-Q

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

FOR THE QUARTERLY PERIOD ENDED: September 30, 2025

OR

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

FOR THE TRANSITION PERIOD FROM _______________ TO _________________

COMMISSION FILE NUMBER:1-13447

ANNALY CAPITAL MANAGEMENT INC

(Exact Name of Registrant as Specified in its Charter)

Maryland22-3479661
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
1211 Avenue of the Americas
New York,New York10036
(Address of principal executive offices)(Zip Code)

(212)696-0100

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per shareNLYNew York Stock Exchange
6.95% Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred StockNLY.FNew York Stock Exchange
6.50% Series G Fixed-to-Floating Rate Cumulative Redeemable Preferred StockNLY.GNew York Stock Exchange
6.75% Series I Fixed-to-Floating Rate Cumulative Redeemable Preferred StockNLY.INew York Stock Exchange
8.875% Series J Fixed-Rate Cumulative Redeemable Preferred StockNLY.JNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☑Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐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.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐ No☑

The number of shares of the registrant’s Common Stock outstanding on October 24, 2025 was 683,031,214.

WEBSITE AND SOCIAL MEDIA DISCLOSURE

We use our website (www.annaly.com) and LinkedIn account (www.linkedin.com/company/annaly-capital-management) as channels of distribution of company information. The information we post through these channels may be deemed material. Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings and public conference calls and webcasts. In addition, you may automatically receive email alerts and other information about Annaly when you enroll your email address by visiting the “News & Insights” section of our website, then clicking on “Subscribe” and completing the email notification form. Our website, any alerts and social media channels are not incorporated into this quarterly report on Form 10-Q.

ANNALY CAPITAL MANAGEMENT, INC.
FORM 10-Q
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATIONPage
Item 1. Financial Statements1
Consolidated Statements of Financial Condition at September 30, 2025 (Unaudited) and December 31, 2024 (Derived from the audited consolidated financial statements at December 31, 2024)1
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) for the three and nine months ended September 30, 2025 and 20242
Consolidated Statements of Stockholders’ Equity (Unaudited) for the three and nine months ended September 30, 2025 and 20243
Consolidated Statements of Cash Flows (Unaudited) for the nine months ended September 30, 2025 and 20244
Notes to Consolidated Financial Statements (Unaudited)5
Note 1. Description of Business5
Note 2. Basis of Presentation5
Note 3. Significant Accounting Policies5
Note 4. Financial Instruments8
Note 5. Securities8
Note 6. Loans12
Note 7. Mortgage Servicing Rights14
Note 8. Variable Interest Entities14
Note 9. Derivative Instruments16
Note 10. Fair Value Measurements21
Note 11. Intangible Assets24
Note 12. Secured Financing24
Note 13. Capital Stock26
Note 14. Interest Income and Interest Expense28
Note 15. Net Income (Loss) per Common Share29
Note 16. Income Taxes29
Note 17. Segments31
Note 18. Risk Management35
Note 19. Lease Commitments and Contingencies36
Note 20. Subsequent Events37
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations38
Special Note Regarding Forward-Looking Statements38
Overview40
Business Environment40
Results of Operations43
Financial Condition56
Capital Management59
Risk Management62
Critical Accounting Estimates71
Glossary of Terms74
Item 3. Quantitative and Qualitative Disclosures about Market Risk83
Item 4. Controls and Procedures83
PART II - OTHER INFORMATION
Item 1. Legal Proceedings84
Item 1A. Risk Factors84
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds84
Item 5. Other Information84
Item 6. Exhibits84
SIGNATURESII-1
ContentsView on SEC.gov

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