Armour Residential REIT, Inc.
For the period ended Mar 31, 2026. Filed Apr 22, 2026.
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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.
Mar 31, 2026 · Filed Apr 22, 2026
Contents
Item 1. Financial Statements
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| Assets | ||
| Cash and cash equivalents | $66,471 | $63,270 |
| Cash collateral posted to counterparties | 147,707 | 226,701 |
| Investments in securities, at fair value | ||
| Agency Securities (including pledged securities of $18,357,047 ($7,891,223 with BUCKLER) at March 31, 2026 and $18,071,863 ($8,324,007 with BUCKLER) at December 31, 2025) | 19,497,548 | 19,417,640 |
| U.S. Treasury Securities (including pledged securities of $989,541 ($642,912 with BUCKLER) at March 31, 2026 and $598,109 ($498,438 with BUCKLER) at December 31, 2025) | 989,541 | 598,109 |
| Derivatives, at fair value | 661,015 | 611,544 |
| Accrued interest receivable | 88,607 | 86,153 |
| Prepaid and other | 3,715 | 1,742 |
| Total Assets | $21,454,604 | $21,005,159 |
| Liabilities and Stockholders’ Equity | ||
| Liabilities | ||
| Repurchase agreements, net (including $8,021,279 and $8,426,540, at March 31, 2026 and December 31, 2025, respectively with BUCKLER) | $18,463,834 | $17,941,796 |
| Cash collateral posted by counterparties | 401,189 | 419,427 |
| Payable for unsettled purchases | 148,241 | 302,094 |
| Derivatives, at fair value | 14,445 | 19,303 |
| Accrued interest payable- repurchase agreements (including $35,895 and $27,752, at March 31, 2026 and December 31, 2025, respectively with BUCKLER) | 83,434 | 59,267 |
| Accounts payable and other accrued expenses | 6,437 | 2,219 |
| Total Liabilities | $19,117,580 | $18,744,106 |
| Commitments and contingencies (Note 8 and Note 13) | ||
| Stockholders’ Equity | ||
| Preferred stock, $0.001 par value, 50,000 shares authorized;7.00% Series C Cumulative Preferred Stock; 7,355 shares and 7,048 shares issued and outstanding ($25.00 per share liquidation preference) at March 31, 2026 and December 31, 2025, respectively | 7 | 7 |
| Common stock, $0.001 par value, 175,000 shares authorized;123,630 shares and 111,915 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively. | 124 | 112 |
| Additional paid-in capital | 5,666,414 | 5,446,152 |
| Cumulative distributions to stockholders | (2,756,503) | (2,667,051) |
| Accumulated net loss | (573,018) | (518,167) |
| Total Stockholders’ Equity | $2,337,024 | $2,261,053 |
| Total Liabilities and Stockholders’ Equity | $21,454,604 | $21,005,159 |
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
| For the Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Interest Income: | ||
| Interest Income | $249,201 | $172,881 |
| Interest expense (including $(80,775) and $(60,976), respectively with BUCKLER) | (178,487) | (136,540) |
| Net Interest Income | $70,714 | $36,341 |
| Other Income (Loss): | ||
| Gain (Loss) on Agency Securities, trading, net | (182,595) | 208,257 |
| Loss on U.S. Treasury Securities, net | (10,648) | (12,906) |
| Gain (Loss) on derivatives, net (1) | 83,025 | (191,218) |
| Total Other Income (Loss) | $(110,218) | $4,133 |
| Expenses: | ||
| Management fees | 12,215 | 10,769 |
| Compensation | 953 | 811 |
| Other operating | 2,179 | 3,212 |
| Total Expenses | $15,347 | $14,792 |
| Less management fees waived | — | (1,650) |
| Total Expenses after fees waived | $15,347 | $13,142 |
| Net Income (Loss) | $(54,851) | $27,332 |
| Dividends on preferred stock | (3,175) | (3,000) |
| Net Income (Loss) available (related) to common stockholders | $(58,026) | $24,332 |
| Net Income (Loss) per share available (related) to common stockholders (Note 11): | ||
| Basic | $(0.49) | $0.32 |
| Diluted | $(0.49) | $0.32 |
| Dividends declared per common share | $0.72 | $0.72 |
| Weighted average common shares outstanding: | ||
| Basic | 119,579 | 75,222 |
| Diluted | 119,579 | 75,380 |
(1)Interest income and expense related to our interest rate swap contracts is recorded in loss on derivatives, net on the consolidated statements of operations. For additional information, see financial statement Note 7.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)
| Shares · Par | ||||||||
|---|---|---|---|---|---|---|---|---|
| Preferred Stock | Common Stock | Preferred Stock | Common Stock | Additional Paid-in Capital | Cumulative Distributions to Stockholders | Accumulated Net Loss | Total Stockholders'Equity | |
| Balance, December 31, 2024 | 6,847 | 62,412 | $7 | $62 | $4,585,739 | $(2,383,539) | $(840,854) | $1,361,415 |
| Net income | — | — | — | — | — | — | 27,332 | 27,332 |
| Issuance of Preferred stock, net | 17 | — | — | — | 279 | — | — | 279 |
| Issuance of common stock, net | — | 19,994 | — | 20 | 371,417 | — | — | 371,437 |
| Stock based compensation, net of withholding requirements | — | 10 | — | — | 465 | — | — | 465 |
| Preferred stock dividends | — | — | — | — | — | (3,000) | — | (3,000) |
| Common stock dividends | — | — | — | — | — | (54,082) | — | (54,082) |
| Balance, March 31, 2025 | 6,864 | 82,416 | $7 | $82 | $4,957,900 | $(2,440,621) | $(813,522) | $1,703,846 |
| Balance, December 31, 2025 | 7,048 | 111,915 | $7 | $112 | $5,446,152 | $(2,667,051) | $(518,167) | $2,261,053 |
| Net loss | — | — | — | — | — | — | (54,851) | (54,851) |
| Issuance of Preferred stock, net | 307 | — | — | — | 6,358 | — | — | 6,358 |
| Issuance of common stock, net | — | 11,822 | — | 12 | 215,358 | — | — | 215,370 |
| Stock based compensation, net of withholding requirements | — | 18 | — | — | 559 | — | — | 559 |
| Common stock repurchased | — | (125) | — | — | (2,013) | — | — | (2,013) |
| Preferred stock dividends | — | — | — | — | — | (3,175) | — | (3,175) |
| Common stock dividends | — | — | — | — | — | (86,277) | — | (86,277) |
| Balance, March 31, 2026 | 7,355 | 123,630 | $7 | $124 | $5,666,414 | $(2,756,503) | $(573,018) | $2,337,024 |
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
| For the Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Cash Flows Provided By (Used In) Operating Activities: | ||
| Net Income (loss) | $(54,851) | $27,332 |
| Adjustments to reconcile net income (loss) to net cash and cash equivalents and cash collateral posted to counterparties provided by operating activities: | ||
| Net (accretion) amortization of premium on Agency Securities | 3,338 | (621) |
| Net accretion of U.S. Treasury Securities | (39) | — |
| (Gain) Loss on Agency Securities, trading, net | 182,595 | (208,257) |
| Loss on U.S. Treasury Securities, net | 10,648 | 12,906 |
| Stock based compensation | 559 | 465 |
| Changes in operating assets and liabilities: | ||
| Increase in accrued interest receivable | (2,777) | (9,562) |
| Increase in prepaid and other assets | (1,973) | (2,567) |
| Change in derivatives, at fair value | (54,329) | 253,248 |
| Increase in accrued interest payable- repurchase agreements | 24,167 | 22,575 |
| Increase in accrued interest payable- U.S. Treasury Securities sold short | — | 3,493 |
| Increase in accounts payable and other accrued expenses | 4,218 | 2,470 |
| Net cash and cash equivalents and cash collateral posted to counterparties provided by operating activities | $111,556 | $101,482 |
| Cash Flows Provided By (Used In) Investing Activities: | ||
| Purchases of Agency Securities | (2,022,637) | (2,405,583) |
| Purchases of U.S. Treasury Securities (includes $50,049 with BUCKLER through March 31, 2026) | (501,709) | — |
| Principal repayments of Agency Securities | 712,142 | 274,007 |
| Proceeds from sales of Agency Securities | 891,124 | 234,204 |
| Proceeds from sales of U.S. Treasury Securities | 99,668 | — |
| Disbursements on reverse repurchase agreements (includes $0 and $(461,250) with BUCKLER, respectively) | — | (613,250) |
| Receipts from reverse repurchase agreements (includes $0 and $447,063 with BUCKLER, respectively) | — | 598,750 |
| Decrease in cash collateral posted by counterparties | (18,238) | (178,400) |
| Net cash and cash equivalents and cash collateral posted to counterparties used in investing activities | $(839,650) | $(2,090,272) |
| Cash Flows Provided By (Used In) Financing Activities: | ||
| Issuance of Series C Preferred stock, net of expenses | 6,358 | 279 |
| Issuance of common stock, net of expenses | 215,356 | 371,425 |
| Proceeds from repurchase agreements (including $18,947,108 and $14,360,617, respectively with BUCKLER) | 38,059,150 | 26,294,795 |
| (Continued) | ||
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
| For the Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Principal repayments on repurchase agreements (including $(19,352,369) and $(13,537,234), respectively with BUCKLER) | (37,537,112) | (24,503,333) |
| Series C Preferred stock dividends paid | (3,175) | (3,000) |
| Common stock dividends paid | (86,263) | (54,070) |
| Common stock repurchased | (2,013) | — |
| Net cash and cash equivalents and cash collateral posted to counterparties provided by financing activities | $652,301 | $2,106,096 |
| Net increase (decrease) in cash and cash equivalents and cash collateral posted to counterparties | (75,793) | 117,306 |
| Cash and cash equivalents and cash collateral posted to counterparties - beginning of period | 289,971 | 146,183 |
| Cash and cash equivalents and cash collateral posted to counterparties - end of period | $214,178 | $263,489 |
| Supplemental Disclosure: | ||
| Cash paid during the period for interest | $199,497 | $132,272 |
| Non-Cash Investing Activities: | ||
| Payable for unsettled purchases | $(148,241) | $— |
Note 1 - Organization and Nature of Business Operations
References to "we," "us," "our," or the "Company" are to ARMOUR Residential REIT, Inc. ("ARMOUR") and its subsidiary. References to "ACM" are to ARMOUR Capital Management LP, a Delaware limited partnership. ARMOUR owns a 10.8% equity interest in BUCKLER Securities LLC ("BUCKLER"). BUCKLER is a Delaware limited liability company and a FINRA-regulated broker-dealer. ACM and BUCKLER are under common control. Refer to the Glossary of Terms for definitions of capitalized terms and abbreviations used in this report. U.S. dollar and share amounts are presented in thousands, except per share amounts or as otherwise noted.
We are an externally managed Maryland corporation incorporated in 2008, managed by ACM, an investment advisor registered with the Securities and Exchange Commission (the "SEC"), (see Note 8 - Commitments and Contingencies and Note 13 - Related Party Transactions). We have elected to be taxed as a real estate investment trust ("REIT") under the Internal Revenue Code of 1986, as amended (the "Code"). Our qualification as a REIT depends on our ability to meet, on a continuing basis, various complex requirements under the Code relating to, among other things, the sources of our gross income, the composition and values of our assets, our distribution levels and the concentration of ownership of our capital stock. We believe that we are organized in conformity with the requirements for qualification as a REIT under the Code and our manner of operations enables us to meet the requirements for taxation as a REIT for federal income tax purposes. As a REIT, we will generally not be subject to federal income tax on the REIT taxable income that we currently distribute to our stockholders. If we fail to qualify as a REIT in any taxable year and do not qualify for certain statutory relief provisions, we will be subject to federal income tax at regular corporate rates. Even if we qualify as a REIT for U.S. federal income tax purposes, we may still be subject to some federal, state and local taxes on our income.
At March 31, 2026 and December 31, 2025, our investments in securities included mortgage backed securities ("MBS"), issued or guaranteed by a United States ("U.S.") Government-sponsored entity ("GSE"), such as the Federal National Mortgage Association ("Fannie Mae"), the Federal Home Loan Mortgage Corporation ("Freddie Mac"), or a government agency such as Government National Mortgage Administration ("Ginnie Mae") (collectively, "Agency Securities") and U.S. Treasury Securities. Our charter permits us to invest in MBS backed by fixed rate, hybrid adjustable rate and adjustable rate home loans as well as unsecured notes and bonds issued by GSEs, U.S. Treasuries and money market instruments.
Note 2 - Basis of Presentation and Consolidation
The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X promulgated by the SEC. Accordingly, the condensed financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the calendar year ending December 31, 2026. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in our annual report on Form 10-K as of and for the year ended December 31, 2025.
The unaudited consolidated financial statements include the accounts of ARMOUR Residential REIT, Inc. and its subsidiary. All intercompany accounts and transactions have been eliminated. The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates affecting the accompanying consolidated financial statements include the valuation of MBS and derivative instruments.
Note 3 - Summary of Significant Accounting Policies
Cash and cash equivalents
Cash and cash equivalents include cash on deposit and highly liquid short-term investments with financial institutions with original maturities of three months or less. We may maintain deposits in federally insured financial institutions in excess of federally insured limits. However, management believes we are not exposed to significant credit risk due to the financial position and creditworthiness of the depository institutions in which those deposits are held.
Cash Collateral Posted To/By Counterparties
Cash collateral posted to/by counterparties represents cash posted by us to counterparties or posted by counterparties to us as collateral. Cash collateral posted to/by counterparties may include collateral for interest rate swap contracts, interest rate swaptions, basis swap contracts, futures contracts, repurchase agreements on our MBS and our Agency Securities purchased or sold on a to-be-announced basis ("TBA Agency Securities").
The interest earned or paid on cash collateral posted to/by counterparties is recorded in gain on derivatives, net in the consolidated statements of operations.
Investments in Securities, at Fair Value
Our investments in securities are generally classified as trading securities. Management determines the appropriate classifications of the securities at the time they are acquired and evaluates the appropriateness of such classifications at each balance sheet date.
Trading Securities are reported at their estimated fair values with gains and losses included in Other Income (Loss) as a component of the consolidated statements of operations.
Receivables and Payables for Unsettled Sales and Purchases
We account for purchases and sales of securities on the trade date based on the specific identification method, including purchases and sales for forward settlement. Receivables and payables for unsettled trades represent the agreed trade price multiplied by the outstanding balance of the securities at the balance sheet date.
Accrued Interest Receivable and Payable
Accrued interest receivable includes interest accrued between payment dates on securities and interest on unsettled sales of securities. Accrued interest payable includes interest on unsettled purchases of securities and interest on repurchase agreements, net. At certain times, we may have interest payable on U.S. Treasury Securities sold short.
We finance the acquisition of the majority of our MBS through the use of repurchase agreements. Our repurchase agreements are secured by our MBS and bear interest rates that have moved in close relationship to the Federal Funds Effective Rate ("Federal Funds Rate") and the Secured Overnight Financing Rate ("SOFR"). Under these repurchase agreements, we sell MBS to a lender and agree to repurchase the same MBS in the future for a price that is higher than the original sales price. The difference between the sales price that we receive and the repurchase price that we pay represents interest paid to the lender, which accrues over the life of the repurchase agreement. A repurchase agreement operates as a financing arrangement under which we pledge our MBS as collateral to secure a loan which is equal in value to a specified percentage of the estimated fair value of the pledged collateral. We retain beneficial ownership of the pledged collateral. At the maturity of a repurchase agreement, we are required to repay the loan and concurrently receive back our pledged collateral from the lender or, with the consent of the lender, we may renew such agreement at the prevailing interest rate. The repurchase agreements may require us to pledge additional assets to the lender in the event the estimated fair value of the existing pledged collateral declines or allow us to take back certain pledged collateral if values increase.
In addition to the repurchase agreement financing discussed above, at certain times, we have entered into reverse repurchase agreements with certain of our repurchase agreement counterparties. Under a typical reverse repurchase agreement, we purchase U.S. Treasury Securities from a borrower in exchange for cash and agree to sell the same securities in the future in exchange for a price that is higher than the original purchase price. The difference between the purchase price originally paid and the sale price represents interest received from the borrower. Reverse repurchase agreement receivables and repurchase agreement liabilities are presented net when they meet certain criteria, including being with the same counterparty, being governed by the same master repurchase agreement ("MRA"), settlement through the same brokerage or clearing account and maturing on the same day. At March 31, 2026 and December 31, 2025 we did not have reverse repurchase agreements.
Obligations to Return Securities Received as Collateral, at Fair Value
We also sell to third parties the U.S. Treasury Securities received as collateral for reverse repurchase agreements and recognize the resulting obligation to return said U.S. Treasury Securities as a liability on our consolidated balance sheet. Interest is recorded on the repurchase agreements, reverse repurchase agreements and U.S. Treasury Securities on an accrual basis and presented as net interest expense. Both parties to the transaction have the right to make daily margin calls based on changes in the fair value of the collateral received and/or pledged. At March 31, 2026 and December 31, 2025, we did not have obligations to return securities received as collateral associated with our reverse repurchase agreements.
Derivatives, at Fair Value
We recognize all derivatives individually as either assets or liabilities at fair value on our consolidated balance sheets. All changes in the fair values of our derivatives are reflected in our consolidated statements of operations. We designate derivatives as hedges for tax purposes and any unrealized derivative gains or losses would not affect our distributable net taxable income. These transactions may include interest rate swap contracts, interest rate swaptions, basis swap contracts and futures contracts.
We also may utilize forward contracts for the purchase or sale of TBA Agency Securities. We account for TBA Agency Securities as derivative instruments if it is reasonably possible that we will not take or make physical delivery of the Agency Security upon settlement of the contract. We account for TBA dollar roll transactions as a series of derivative transactions. We may also purchase and sell TBA Agency Securities as a means of investing in and financing Agency Securities (thereby increasing our “at risk” leverage) or as a means of disposing of or reducing our exposure to Agency Securities (thereby reducing our “at risk” leverage). We agree to purchase or sell, for future delivery, Agency Securities with certain principal and interest terms and certain types of collateral, but the particular Agency Securities to be delivered are not identified until shortly before the TBA settlement date. We may also choose, prior to settlement, to move the settlement of these securities out to a later date by entering into an offsetting short or long position (referred to as a “pair off”), net settling the paired off positions for cash, and simultaneously purchasing or selling a similar TBA Agency Security for a later settlement date. This transaction is commonly referred to as a “dollar roll.” When it is reasonably possible that we will pair off a TBA Agency Security, we account for that contract as a derivative.
Revenue Recognition
Interest income is earned and recognized on Agency Securities based on their unpaid principal amounts and their contractual terms. We record interest payable for interest received on securities sold during the period between the trade date and settlement date and interest receivable for purchases during the period between the trade date and settlement date. Premiums and discounts associated with the purchase of Multi-Family MBS, which are generally not subject to prepayment, are amortized or accreted into interest income over the contractual lives of the securities using a level yield method. Premiums and discounts associated with the purchase of other Agency Securities are amortized or accreted into interest income over the actual lives of the securities, reflecting actual prepayments as they occur. Purchase and sale transactions (including TBA Agency Securities) are recorded on the trade date, based on the specific identification method, to the extent it is probable that we will take or make timely physical delivery of the related securities.
Interest income on U.S. Treasury Securities is recognized based on their unpaid principal amounts and their contractual terms. Recognition of interest income commences on the settlement date of the purchase transaction and continues through the settlement date of the sale transaction.
Note 4 - Fair Value of Financial Instruments
Our valuation techniques for financial instruments use observable and unobservable inputs. Observable inputs reflect readily obtainable data from third-party sources, while unobservable inputs reflect management’s market assumptions. The Accounting Standards Codification Topic No. 820, "Fair Value Measurement," classifies these inputs into the following hierarchy:
Level 1 Inputs - Quoted prices for identical instruments in active markets.
Level 2 Inputs - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.
Level 3 Inputs - Prices determined using significant unobservable inputs. Unobservable inputs may be used in situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period). Unobservable inputs reflect management’s assumptions about the factors that market participants would use in pricing an asset or liability and would be based on the best information available.
The fair value of financial instruments is the amount received to sell an asset or the amount paid to transfer the liability in a transaction between willing market participants on the measurement date. At the beginning of each period, we assess the assets and liabilities that are measured at fair value on a recurring basis to determine if any transfers between levels in the fair value hierarchy are needed.
The following describes the valuation methodologies used for our assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy. Any transfers between levels are assumed to occur at the beginning of the reporting period.
Investments in Securities
Fair value for our investments in securities are based on obtaining a valuation for each security from third-party pricing services and/or dealer quotes. The third-party pricing services use common market pricing methods that may include pricing models that may incorporate such factors as coupons, prepayment speeds, spread to the Treasury curves and interest rate swap curves, duration, periodic and life caps and credit enhancement. If the fair value of a security is not available from the third-party pricing services or such data appears unreliable, we obtain pricing indications from up tothree dealers who make markets in similar securities. Management reviews pricing used to ensure that current market conditions are properly reflected. This review includes, but is not limited to, comparisons of similar market transactions or alternative third-party pricing services, dealer pricing indications and comparisons to a third-party pricing model. Fair values obtained from the third-party pricing services for similar instruments are classified as Level 2 securities if the inputs to the pricing models used are consistent with the Level 2 definition. If quoted prices for a security are not reasonably available from the third-party pricing service, but dealer pricing indications are, the security will be classified as a Level 2 security. If neither is available, management will determine the fair value based on characteristics of the security that we receive from the issuer and based on available market information and classify it as a Level 3 security. U.S. Treasury Securities are classified as Level 1, as quoted unadjusted prices are available in active markets for identical assets.
Derivatives
The fair values of our interest rate swap contracts, interest rate swaptions and basis swap contracts are valued using information provided by third-party pricing services that incorporate common market pricing methods that may include current interest rate curves, forward interest rate curves and market spreads to interest rate curves and are classified as Level 2. We estimate the fair value of TBA Agency Securities based on similar methods used to value our Agency Securities and they are classified as Level 2. Management compares the pricing information received to dealer quotes to ensure that the current market conditions are properly reflected. Futures contracts are traded on the Chicago Mercantile Exchange ("CME") which requires the use of daily mark-to-market collateral and they are classified as Level 1.
The following tables provide a summary of our assets and liabilities that are measured at fair value on a recurring basis at March 31, 2026 and December 31, 2025.
| March 31, 2026 | Level 1 | Level 2 | Level 3 | Balance |
|---|---|---|---|---|
| Assets at Fair Value: | ||||
| Agency Securities | $— | $19,497,548 | $— | $19,497,548 |
| U.S. Treasury Securities | $989,541 | $— | $— | $989,541 |
| Derivatives | $61,688 | $599,327 | $— | $661,015 |
| Liabilities at Fair Value: | ||||
| Derivatives | $790 | $13,655 | $— | $14,445 |
| December 31, 2025 | Level 1 | Level 2 | Level 3 | Balance |
| Assets at Fair Value: | ||||
| Agency Securities | $— | $19,417,640 | $— | $19,417,640 |
| U.S. Treasury Securities | $598,109 | $— | $— | $598,109 |
| Derivatives | $17,820 | $593,724 | $— | $611,544 |
| Liabilities at Fair Value: | ||||
| Derivatives | $93 | $19,210 | $— | $19,303 |
There were no transfers of assets or liabilities between the levels of the fair value hierarchy during the three months ended March 31, 2026 or for the year ended December 31, 2025.
Excluded from the tables above are financial instruments, including cash and cash equivalents, cash collateral posted to/by counterparties, receivables, payables (categorized as Level 1) and borrowings under repurchase agreements, net (categorized as Level 2), which are presented in our consolidated financial statements at cost, which approximates fair value at March 31, 2026 and December 31, 2025.
Note 5 - Investments in Securities
As of March 31, 2026 and December 31, 2025, our securities portfolio consisted of $20,487,089 and $20,015,749 of trading securities, at fair value, respectively.
We also had $584,377 and $0 of TBA Agency Securities, at fair value, which were reported at net carrying value of $(6,392) and $0, respectively, at March 31, 2026 and December 31, 2025. TBA Securities are reported in Derivatives, at fair value on our consolidated balance sheets (see Note 7 - Derivatives). The net carrying value of our TBA Agency Securities represents the difference between the fair value of the underlying Agency Security in the TBA contract and the cost basis or the forward price to be paid or received for the underlying Agency Security.
The tables below present the components of the carrying value and the unrealized gain or loss position of our investments in securities at March 31, 2026 and December 31, 2025.
| March 31, 2026 | Principal Amount | Amortized Cost | Gross Unrealized Loss | Gross Unrealized Gain | Fair Value |
|---|---|---|---|---|---|
| Agency Securities | $19,726,160 | $19,528,927 | $(161,883) | $130,504 | $19,497,548 |
| U.S. Treasury Securities | 1,000,000 | 1,000,382 | (10,841) | — | 989,541 |
| Totals | $20,726,160 | $20,529,309 | $(172,724) | $130,504 | $20,487,089 |
| December 31, 2025 | Principal Amount | Amortized Cost | Gross Unrealized Loss | Gross Unrealized Gain | Fair Value |
| Agency Securities | $19,380,804 | $19,257,086 | $(87,828) | $248,382 | $19,417,640 |
| U.S. Treasury Securities | 600,000 | 598,760 | (1,078) | 427 | 598,109 |
| Totals | $19,980,804 | $19,855,846 | $(88,906) | $248,809 | $20,015,749 |
The following table summarizes the weighted average lives of our investments in securities at March 31, 2026 and December 31, 2025.
| March 31, 2026 | December 31, 2025 | |||
|---|---|---|---|---|
| Weighted Average Life | Fair Value | Amortized Cost | Fair Value | Amortized Cost |
| < 1 year | $— | $— | $— | $— |
| ≥ 1 year and < 3 years | 381,815 | 377,309 | 1,934,537 | 1,910,316 |
| ≥ 3 years and < 5 years | 6,600,871 | 6,583,889 | 8,305,993 | 8,201,320 |
| ≥ 5 years | 13,504,403 | 13,568,111 | 9,775,219 | 9,744,210 |
| Totals | $20,487,089 | $20,529,309 | $20,015,749 | $19,855,846 |
We use a third-party model to calculate the weighted average lives of our investments in securities. Weighted average life is calculated based on expectations for estimated prepayments for the underlying mortgage loans of our investments in securities. These estimated prepayments are based on assumptions such as interest rates, current and future home prices, housing policy and borrower incentives. The weighted average lives of our investments in securities at March 31, 2026 and December 31, 2025 in the table above are based upon market factors, assumptions, models and estimates from the third-party model and also incorporate management’s judgment and experience. The actual weighted average lives of these securities could be longer or shorter than estimated.
Note 6 - Repurchase Agreements, net
At March 31, 2026, we had active MRAs with 36 counterparties and had $18,463,834 in outstanding borrowings with 24 of those counterparties. At December 31, 2025, we had MRAs with 35 counterparties and had $17,941,796 in outstanding borrowings with 22 counterparties.
The following tables represent the contractual repricing regarding our repurchase agreements to finance MBS and Treasury purchases at March 31, 2026 and December 31, 2025. Our repurchase agreements require excess collateral, known as a “haircut.” At March 31, 2026, the average haircut percentage was 2.61% compared to 2.63% at December 31, 2025. The haircut for our repurchase agreements vary by counterparty and therefore, the changes in the average haircut percentage will vary with the changes in our counterparty repurchase agreement balances.
| March 31, 2026 | Balance | Weighted Average Contractual Rate | Weighted Average Maturity in days |
|---|---|---|---|
| ≤ 30 days | $14,573,917 | 3.80% | 14 |
| > 30 days to ≤ 60 days | 3,695,008 | 3.80% | 46 |
| > 90 days | 194,909 | 3.78% | 109 |
| Total or Weighted Average | $18,463,834 | 3.80% | 21 |
| December 31, 2025 | Balance | Weighted Average Contractual Rate | Weighted Average Maturity in days |
|---|---|---|---|
| ≤ 30 days | $17,941,796 | 4.01% | 15 |
| Total or Weighted Average | $17,941,796 | 4.01% | 15 |
Our repurchase agreements require that we maintain adequate pledged collateral. A decline in the value of the MBS pledged as collateral for borrowings under repurchase agreements could result in the counterparties demanding additional collateral pledges or liquidation of some of the existing collateral to reduce borrowing levels. We manage this risk by maintaining an adequate balance of available cash and unpledged securities. An event of default or termination event under the standard MRA would give our counterparty the option to terminate all repurchase transactions existing with us and require any amount due to be payable immediately. In addition, certain of our MRAs contain a restriction that prohibits our leverage from exceeding twelve times our stockholders’ equity as well as termination events in the case of significant reductions in equity capital. We also may receive cash or securities as collateral from our derivative counterparties which we may use as additional collateral for repurchase agreements. Certain interest rate swap contracts provide for cross collateralization and cross default with repurchase agreements and other contracts with the same counterparty.
At March 31, 2026 and December 31, 2025, BUCKLER accounted for 43.4% and 47.0% of our aggregate borrowings and had an amount at risk of 6.3% and 7.1%, respectively, of our total stockholders' equity with a weighted average maturity of 20 days and 13 days, respectively, on repurchase agreements, net (see Note 13 - Related Party Transactions).
In addition, at March 31, 2026, we had 3 repurchase agreement counterparties that individually accounted for over 5% of our aggregate borrowings. In total, these counterparties accounted for approximately 16.9% of our repurchase agreement borrowings outstanding at March 31, 2026. At December 31, 2025, we had 2 repurchase agreement counterparties that individually accounted for over 5% of our aggregate borrowings. In total, these counterparties accounted for 12.1% of our repurchase agreement borrowings at December 31, 2025.
Note 7 - Derivatives
We enter into derivative transactions to manage our interest rate risk and agency mortgage rate exposures. We have agreements with our derivative counterparties that provide for the posting of collateral based on the fair values of our derivatives. Through this margin process, either we or our counterparties may be required to pledge cash or securities as collateral. Collateral requirements vary by counterparty and change over time based on the fair value, notional amount and remaining term of the contracts. Certain contracts provide for cross collateralization and cross default with repurchase agreements and other contracts with the same counterparty.
Interest rate swap contracts are designed to lock in long-term average funding costs for repurchase agreements associated with our assets in an attempt to maximize earnings from our assets. Such transactions are based on assumptions about prepayments which, if not realized, will cause transaction results to differ from expectations. Interest rate swaptions generally provide us with the option to enter into an interest rate swap agreement at a certain point of time in the future with a predetermined notional amount, stated term and stated rate of interest in the fixed leg and interest rate index on the floating leg. Basis swap contracts allow us to exchange one floating interest rate basis for another, thereby allowing us to diversify our floating rate basis exposures.
All of our interest rate contracts have floating leg interest rate indexes of either the Federal Funds Rate or SOFR. The Federal Funds Rate is published daily by the New York Federal Reserve and is a measure of unsecured borrowings by depository institutions from other depository institutions or GSEs. SOFR is published daily by the New York Federal Reserve and is the average overnight rate for borrowings secured by U.S. Treasury securities. We enter into interest rate swap contracts either directly with a counterparty (a “bilateral” contract) or through a centrally-cleared swap contract. In a bilateral contract, we exchange margin collateral with the counterparty and have exposure to counterparty risk. In a centrally-cleared contract, we exchange margin collateral with a Futures Clearing Merchant, with whom we have opened an account. Our counterparty risk is limited to the clearing exchange itself. All of our centrally-cleared swaps are cleared by the CME. In general, centrally-cleared interest rate swap contracts require us to post higher initial margin than bilateral contracts.
Futures contracts are traded on the CME which requires the use of daily mark-to-market collateral and the CME provides substantial credit support. The collateral requirements of the CME require us to pledge assets under a bi-lateral margin arrangement, including either cash or Agency Securities and these requirements may vary and change over time based on the market value, notional amount and remaining term of the futures contracts. In the event we are unable to meet a margin call under one of our futures contracts, the counterparty to such agreement may have the option to terminate or close-out all of the outstanding futures contracts with us. In addition, any close-out amount due to the counterparty upon termination of the counterparty’s transactions would be immediately payable by us pursuant to the applicable agreement.
TBA Agency Securities are forward contracts for the purchase (“long position”) or sale (“short position”) of Agency Securities at a predetermined price, face amount, issuer, coupon and stated maturity on an agreed-upon future date. The specific Agency Securities delivered into the contract upon the settlement date, published each month by the Securities Industry and Financial Markets Association, are not known at the time of the transaction. We may enter into TBA Agency Securities as a means of hedging against short-term changes in interest rates. We may also enter into TBA Agency Securities as a means of acquiring or disposing of Agency Securities and we may from time to time utilize TBA dollar roll transactions to finance Agency Security purchases. We estimate the fair value of TBA Agency Securities based on similar methods used to value our Agency Securities.
We have netting arrangements in place with all derivative counterparties pursuant to standard documentation developed by ISDA. We are also required to post or hold cash collateral based upon the net underlying market value of our open positions with the counterparty. A decline in the value of the open positions with the counterparty could result in the counterparties demanding additional collateral pledges or liquidation of some of the existing collateral to reduce borrowing levels. We manage this risk by maintaining an adequate balance of available cash and unpledged securities. An event of default or termination event under the standard ISDA agreement would give our counterparty to the applicable agreement the right to terminate the agreement. In addition, certain of our ISDA agreements contain a restriction that prohibits our leverage from exceeding twelve times our stockholders’ equity as well as termination events in the case of significant reductions in equity capital.
The following tables present information about the potential effects of netting our derivatives if we were to offset the assets and liabilities on the accompanying consolidated balance sheets. We currently present these financial instruments at their gross amounts and they are included in Derivatives, at fair value on the accompanying consolidated balance sheets at March 31, 2026 and December 31, 2025.
| Gross Amounts Not Offset | ||||
|---|---|---|---|---|
| Assets | Gross Amounts(1) | FinancialInstruments | Cash Collateral | Total Net |
| Interest rate swap contracts (2) | $599,327 | $(7,263) | $(271,166) | $320,898 |
| Futures contracts | 61,688 | (790) | 10,418 | 71,316 |
| TBA Agency Securities | — | (6,392) | 7,721 | 1,329 |
| Totals | $661,015 | $(14,445) | $(253,027) | $393,543 |
| Interest rate swap contracts (2) | $593,724 | $(19,210) | $(244,878) | $329,635 |
| Futures contracts | 17,820 | (93) | 53,210 | 70,937 |
| Totals | $611,544 | $(19,303) | $(191,668) | $400,572 |
(1)See Note 4 - Fair Value of Financial Instruments for additional discussion.
(2)Includes $46,461 and $15,329 of centrally-cleared interest rate swap contracts, respectively.
| Gross Amounts Not Offset | ||||
|---|---|---|---|---|
| Liabilities | Gross Amounts(1) | FinancialInstruments | Cash Collateral | Total Net |
| Interest rate swap contracts (2) | $(7,263) | $7,263 | $— | $— |
| Futures contracts | (790) | 790 | — | — |
| TBA Agency Securities | (6,392) | 6,392 | — | — |
| Totals | $(14,445) | $14,445 | $— | $— |
| Interest rate swap contracts (2) | $(19,210) | $19,210 | $— | $— |
| Futures contracts | (93) | 93 | — | — |
| Totals | $(19,303) | $19,303 | $— | $— |
(1)See Note 4 - Fair Value of Financial Instruments for additional discussion.
(2)Includes $(7,263) and $(19,210) of centrally-cleared interest rate swap contracts, respectively.
The following table represents the information regarding our derivatives which are included in Loss on derivatives, net in the accompanying consolidated statements of operations for the three months ended March 31, 2026 and March 31, 2025.
| Income (Loss) Recognized | ||
|---|---|---|
| For the Three Months Ended March 31, | ||
| Derivatives | 2026 | 2025 |
| Interest rate swap contracts (1) | $71,301 | $(138,916) |
| Futures contracts | 18,835 | (61,509) |
| TBA Agency Securities | (7,111) | 9,207 |
| Total Gain (Loss) on Derivatives, net | $83,025 | $(191,218) |
(1)Includes $42,218 and $(70,758) of centrally-cleared interest rate swap contract income (loss) for the three months ended March 31, 2026 and March 31, 2025, respectively.
The following tables present information about our derivatives at March 31, 2026 and December 31, 2025. We did not have any TBA Agency Securities at December 31, 2025.
| Interest Rate Swap Contracts (1) | Notional Amount | Weighted Average Remaining Term (Months) | Weighted Average Rate |
|---|---|---|---|
| < 3 years | $6,522,000 | 22 | 3.04% |
| ≥ 3 years and < 5 years | 3,052,000 | 53 | 0.77% |
| ≥ 5 years and < 7 years | 1,350,000 | 74 | 2.06% |
| ≥ 7 years and < 10 years | 1,675,000 | 109 | 3.75% |
| ≥ 10 years | 300,000 | 175 | 4.04% |
| Total or Weighted Average (2) | $12,899,000 | 50 | 2.52% |
| < 3 years | $6,475,000 | 25 | 3.02% |
| ≥ 3 years and < 5 years | 1,802,000 | 52 | 0.53% |
| ≥ 5 years and < 7 years | 2,400,000 | 69 | 1.43% |
| ≥ 7 years and < 10 years | 1,350,000 | 111 | 3.73% |
| ≥ 10 years | 300,000 | 176 | 3.96% |
| Total or Weighted Average (3) | $12,327,000 | 51 | 2.44% |
(1)Pay Fixed/Receive Variable.
(2)Of this amount, $8,018,000 notional are SOFR based swaps, the last of which matures in 2041; and $4,881,000 notional are Federal Funds based swaps, the last of which matures in 2032. Of this amount, $7,818,000 notional are centrally-cleared interest rate swap contracts, the last of which matures in 2041.
(3)Of this amount, $7,393,000 notional are SOFR based swaps, the last of which matures in 2040; and $4,934,000 notional are Federal Funds based swaps, the last of which matures in 2032. Of this amount, $7,193,000 notional are centrally-cleared interest rate swap contracts, the last of which matures in 2040.
| TBA Agency Securities | Notional Amount | Cost Basis | Fair Value |
|---|---|---|---|
| 15 Year Long, 4.5% | $200,000 | $199,769 | $198,391 |
| 30 Year Long, 4.5% | $400,000 | $391,000 | $385,986 |
| Total TBA Agency Securities | $600,000 | $590,769 | $584,377 |
Note 8 - Commitments and Contingencies
Management
The Company is managed by ACM, pursuant to a management agreement (see also Note 13 - Related Party Transactions). The management agreement entitles ACM to receive management fees payable monthly in arrears. Currently, the monthly management fee is 1/12th of the sum of (a)1.5% of gross equity raised up to $1.0 billion plus (b)0.75% of gross equity raised in excess of $1.0 billion. Gross equity raised includes the total amounts of paid in capital relating to both our common and preferred stock, before deduction of brokerage commissions and other costs of capital raising. Amounts paid to stockholders to repurchase stock, before deduction of brokerage commissions and costs, reduces gross equity raised. Dividends specifically designated by the Board as liquidation dividends will reduce the amount of gross equity raised. To date, the Board has not so designated any of the dividends paid by the Company. Realized and unrealized gains and losses do not affect the amount of gross equity raised. At March 31, 2026, the effective management fee was 0.88%, based on gross equity raised of $5,588,129.
During the three months ended March 31, 2025, ACM voluntarily waived management fees of $1,650. On December 22, 2025, ACM notified ARMOUR that they were terminating the voluntarily waiver. The termination of the waiver was effective for the contractual management fee that became due and payable after February 1, 2026 (relating to services for the month of January 2026). This waiver did not constitute a waiver of any other amounts due to ACM from ARMOUR under the management agreement or otherwise, including but not limited to any expense reimbursements, any amounts calculated by reference to the contractual Base Management Fee, or any awards under the Third Amended and Restated 2009 Stock Incentive Plan (the “Plan”).
On March 30, 2026, the Company extended the contractual term of the management agreement through March 31, 2033. Based on the management fee base, gross equity raised, as of March 31, 2026, the Company’s contractual management fee commitments are:
| Year | Contractual Management Fee |
|---|---|
| Remainder of 2026 | 37,058 |
| 2027 | 49,411 |
| 2028 | 49,411 |
| 2029 | 49,411 |
| 2030 | 49,411 |
| 2031 | 49,411 |
| 2032 | 49,411 |
| 2033 | 49,411 |
| Total | $382,935 |
The Company cannot voluntarily terminate the management agreement without cause before the expiration of its contractual term. If the management agreement is terminated in connection with a liquidation of the Company or certain business combination transactions, the Company is obliged to pay ACM a termination fee equal to 4 times the contractual management fee (before any waiver) for the preceding 12 months.
Indemnifications and Litigation
We enter into certain contracts that contain a variety of indemnifications, principally with ACM and underwriters, against third-party claims for errors and omissions in connection with their services to us. We have not incurred any costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the estimated fair value of these agreements, as well as the maximum amount attributable to past events, is not material. Accordingly, we have no liabilities recorded for these agreements at March 31, 2026 and December 31, 2025.
Note 9 - Stock Based Compensation
We adopted the Plan to attract, retain and reward directors and other persons who provide services to us in the course of operations. The Plan authorizes the Board to grant awards including common stock, restricted shares of common stock (“RSUs”), stock options, performance shares, performance units, stock appreciation rights and other equity and cash-based awards (collectively, “Awards”), subject to terms as provided in the Plan. At March 31, 2026, there were 3 shares available for future issuance under the Plan.
Transactions related to awards for the three months ended March 31, 2026 are summarized below:
| Number ofAwards | WeightedAverage Grant Date Fair Value per Award | |
|---|---|---|
| Unvested RSU Awards Outstanding beginning of period | 325 | $23.37 |
| Vested | (23) | $27.86 |
| Unvested RSU Awards Outstanding end of period | 302 | $23.04 |
At March 31, 2026, there was approximately $6,969 of unvested stock based compensation related to the Awards (based on a weighted grant date price of $23.04 per share), which we expect to recognize as an expense as follows: for the remainder of 2026 an expense of $1,892, in 2027 an expense of $2,062, and thereafter an expense of $3,015. Our policy is to account for forfeitures as they occur. We also pay each of our non-executive Board members quarterly fees of $33, which are payable in cash, common stock, RSUs or a combination of common stock, RSUs and cash at the option of the director. Non-executive Board members have the option to participate in the Company's Non-Management Director Compensation and Deferral Program (the "Deferral Program"). The Deferral Program permits non-executive Board members to elect to receive either common stock or RSUs or a combination of common stock and RSUs at the option of the director, instead of all or part of their quarterly cash compensation and/or all or part of their committee and chairperson cash retainers.
Note 10 - Stockholders' Equity
The following table presents the components of cumulative distributions to stockholders at March 31, 2026 and December 31, 2025.
| Cumulative Distributions to Stockholders | March 31, 2026 | December 31, 2025 |
|---|---|---|
| Preferred dividends | $184,004 | $180,829 |
| Common stock dividends | 2,572,499 | 2,486,222 |
| Totals | $2,756,503 | $2,667,051 |
Preferred Stock
At March 31, 2026 and December 31, 2025, we were authorized to issue up to 50,000 shares of preferred stock, par value $0.001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by our Board of Directors (“Board”) or a committee thereof. At March 31, 2026,10,000 shares of the Company’s authorized preferred stock, par value $0.001 per share, were designated as shares of 7.00% Series C Cumulative Redeemable Preferred Stock ("Series C Preferred Stock") with the powers, designations, preferences and other rights as set forth therein and a total of 40,000 shares of our authorized preferred stock remained available for designation as future series.
At March 31, 2026 and December 31, 2025, we had 7,355 and 7,048 shares of Series C Preferred Stock issued and outstanding with a par value of $0.001 per share and a liquidation preference of $25.00 per share, or $183,866 and $176,196 in the aggregate, respectively. At March 31, 2026 and December 31, 2025, there wereno accrued or unpaid dividends on the Series C Preferred Stock. Shares designated as Series C Preferred Stock but unissued, which are available under the Preferred C ATM Sales Agreement, totaled 2,645 and 2,952 at March 31, 2026 and December 31, 2025.
On January 29, 2020, the Company entered into an Equity Sales Agreement (the “Preferred C ATM Sales Agreement”) with B. Riley Securities, Inc. (formerly B. Riley FBR, Inc.) and BUCKLER, as sales agents (individually and collectively, the “Agents"), and ACM, pursuant to which the Company may offer and sell, over a period of time and from time to time, through one or more of the Agents, as the Company’s agents, up to 6,550 of Series C Preferred Stock. The Preferred C ATM Sales Agreement relates to a proposed “at-the-market” offering program. Under the Preferred C ATM Sales Agreement, we will pay the agent designated to sell our shares an aggregate commission of up to 2.0% of the gross sales price per share of our Series C Preferred Stock sold through the designated agent under the Preferred C ATM Sales Agreement. On June 20, 2024, the Preferred C ATM Sales Agreement was amended to add BTIG, LLC, as a sales agent. During the three months ended March 31, 2026, we sold 307 shares under the Preferred C ATM Sales Agreement for proceeds of $6,358, net of issuance costs and commissions of approximately $94.
In the second quarter of 2026, through April 14, 2026, we sold 9 preferred shares under the Preferred C ATM Sales Agreement for proceeds of $179, net of issuance costs and commissions of approximately $2.
Preferred Stock Repurchase Program
On July 26, 2022, the Board authorized a repurchase program of up to an aggregate of 2,000 shares of the Company’s outstanding Series C Preferred Stock ("Series C Preferred Stock Repurchase Program"). Under the Series C Preferred Stock Repurchase Program, shares of Series C Preferred Stock may be purchased in the open market, including block trades, through privately negotiated transactions, or pursuant to a trading plan separately adopted in the future. The timing, manner, price and amount of any repurchases will be at our discretion, in consultation with the Pricing Committee of the Board, subject to the requirements of the Exchange Act and related rules. We are not required to repurchase any shares under the Series C Preferred Stock Repurchase Program and it may be modified, suspended or terminated at any time for any reason. We do not intend to purchase shares from our Board or other affiliates. Under Maryland law, such repurchased shares are treated as authorized but unissued. We didnot repurchase any shares under the Series C Preferred Stock Repurchase Program during the three months ended March 31, 2026.
Common Stock
At March 31, 2026 and December 31, 2025, we were authorized to issue up to 175,000 shares of common stock, par value $0.001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by our Board. We had 123,630 and 111,915 shares of common stock issued and outstanding at March 31, 2026 and December 31, 2025, respectively.
On July 26, 2023 we entered into an Equity Sales Agreement (the “2023 Common stock ATM Sales Agreement”), with BUCKLER, JonesTrading Institutional Services LLC, Citizens JMP Securities, LLC (formerly JMP Securities LLC), Ladenburg Thalmann & Co. Inc. and B. Riley Securities, Inc., as sales agents, relating to the shares of our common stock. In accordance with the terms of the 2023 Common Stock ATM Sales agreement, we may offer and sell over a period of time and from time to time, up to 15,000 shares of our common stock, par value $0.001 per share. On October 25, 2023, the 2023 Common stock ATM Sales Agreement was amended to add StockBlock Securities LLC, as a sales agent and on June 20, 2024 it was further amended to add BTIG, LLC as a sales agent. On August 23, 2024, the 2023 Common stock ATM Sales Agreement was amended to increase by 25,000 the number of shares of our common stock that may be offered and sold under the 2023 Common stock ATM Sales Agreement. On September 20, 2024, the 2023 Common stock ATM Sales Agreement was further amended to add Janney Montgomery Scott LLC ("Janney"), as a sales agent. On February 13, 2025, the 2023 Common stock ATM Sales Agreement was further amended to increase by 15,000 the number of shares of our common stock that may be offered and sold under the 2023 Common stock ATM Sales Agreement. On July 25, 2025, the 2023 Common stock ATM Sales Agreement was further amended to increase by 9,500 the number of shares of our common stock that may be offered and sold under the 2023 Common stock ATM Sales Agreement. On January 28, 2026, the 2023 Common stock ATM Sales Agreement was further amended to increase by 15,000 the number of shares of our common stock that may be offered and sold under the 2023 Common stock ATM Sales Agreement and to remove Janney as a sales agent, and add Huntington Securities, Inc. as a sales agent.
During the three months ended March 31, 2026, we sold 11,820 common shares under the 2023 Common stock ATM Sales Agreement for proceeds of $215,341, net of issuance costs and commissions of approximately $1,963.
In the second quarter of 2026, through April 14, 2026, we sold 416 common shares under the 2023 Common stock ATM Sales Agreement for proceeds of $7,213, net of issuance costs and commissions of approximately $55.
During the three months ended March 31, 2026, we issued 2 common shares under our Common Stock Dividend Reinvestment Program ("DRIP") for net proceeds of $29.
See Note 13 - Related Party Transactions for discussion of additional transactions with BUCKLER.
Common Stock Repurchase Program
At March 31, 2026 and December 31, 2025, there were 741 and 866, respectively, authorized shares remaining under the Company's common stock repurchase authorization (the "Common Stock Repurchase Program"). The Common Stock Repurchase Program authorization has been increased to 5,000 shares, effective April 21, 2026. Under the Common Stock Repurchase Program, shares of common stock may be purchased in the open market, including block trades, through privately negotiated transactions, or pursuant to a trading plan separately adopted in the future. The timing, manner, price and amount of any repurchases will be at our discretion, subject to the requirements of the Exchange Act, and related rules. We are not required to repurchase any shares under the Common Stock Repurchase Program and it may be modified, suspended or terminated at any time for any reason. We do not intend to purchase shares from our Board or other affiliates. Under Maryland law, such repurchased shares are treated as authorized but unissued. During the three months ended March 31, 2026 we repurchased (125) common shares under this authorization for a cost of $(2,013) with BUCKLER. See Note 13 - Related Party Transactions for discussion of additional transactions with BUCKLER.
Equity Capital Activities
The following tables present our equity transactions for the three months ended March 31, 2026 and for the year ended December 31, 2025.
| Transaction Type | Completion Date | Number of Shares | Per Share price (1) | Net Proceeds (costs) |
|---|---|---|---|---|
| Preferred C ATM Sales Agreement | January 2, 2026 - March 12, 2026 | 307 | $20.72 | $6,358 |
| 2023 Common stock ATM Sales Agreement | January 6, 2026 - March 16, 2026 | 11,820 | $18.22 | $215,341 |
| DRIP shares issued | March 25, 2026 - March 30, 2026 | 2 | $17.18 | $29 |
| Common stock repurchased | March 20, 2026 | (125) | $16.11 | $(2,013) |
| Preferred C ATM Sales Agreement | January 22, 2025 - December 31, 2025 | 201 | $20.50 | $4,118 |
| August 2025 Public Offering | August 5, 2025 | 18,500 | $16.14 | $298,502 |
| 2023 Common stock ATM Sales Agreement | January 2, 2025 - July 30, 2025 | 32,290 | $17.82 | $575,554 |
| DRIP shares issued | January 27, 2025 - December 29, 2025 | 7 | $16.59 | $111 |
| Common stock repurchased | April 8, 2025 -September 22, 2025 | (1,351) | $14.77 | $(19,947) |
(1)Weighted average price.
Dividends
A cash dividend of $0.14583 per outstanding share of Series C Preferred Stock, or $1,074 in the aggregate, will be paid on April 27, 2026, to holders of record on April 15, 2026. We have also declared cash dividends of $0.14583 per outstanding share of Series C Preferred Stock payable May 27, 2026, to holders of record on May 15, 2026, and payable June 29, 2026, to holders of record on June 15, 2026.
A cash dividend of $0.24 per outstanding common share, or $29,847 in the aggregate, will be paid on April 29, 2026, to holders of record on April 15, 2026. We have also declared a cash dividend of $0.24 per outstanding common share payable May 28, 2026, to holders of record on May 15, 2026.
The following table presents our Series C Preferred Stock dividend transactions for the three months ended March 31, 2026.
| Record Date · Payment Date · Rate per Series C Preferred Share · Aggregate amount paid to holders of record | ||||
|---|---|---|---|---|
| January 15, 2026 | January 27, 2026 | $0.14583 | $1,041 | |
| February 15, 2026 | February 27, 2026 | $0.14583 | 1,061 | |
| March 15, 2026 | March 27, 2026 | $0.14583 | 1,073 | |
| Total dividends paid | $3,175 | |||
The following table presents our common stock dividend transactions for the three months ended March 31, 2026.
| Record Date · Payment Date · Rate per common share · Aggregate amount paid to holders of record | ||||
|---|---|---|---|---|
| January 15, 2026 | January 29, 2026 | $0.24 | $27,796 | |
| February 17, 2026 | February 27, 2026 | $0.24 | 28,734 | |
| March 16, 2026 | March 30, 2026 | $0.24 | 29,747 | |
| Total dividends paid | $86,277 | |||
Note 11 - Net Income (Loss) per Common Share
The following table presents a reconciliation of net income (loss) and the shares used in calculating weighted average basic and diluted earnings per common share for the three months ended March 31, 2026 and March 31, 2025.
| For the Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Net Income (Loss) | $(54,851) | $27,332 |
| Less: Preferred dividends | (3,175) | (3,000) |
| Net Income (Loss) available (related) to common stockholders | $(58,026) | $24,332 |
| Weighted average common shares outstanding – basic | 119,579 | 75,222 |
| Add: Effect of dilutive non-vested awards, assumed vested | — | 158 |
| Weighted average common shares outstanding – diluted | 119,579 | 75,380 |
| Net Income (loss) per share available (related) to common stockholders - basic | (0.49) | 0.32 |
| Net Income (loss) per share available (related) to common stockholders - diluted | (0.49) | 0.32 |
For the three months ended March 31, 2026,302 of potentially dilutive non-vested awards outstanding were excluded from the computation of diluted Net Income (Loss) available (related) to common stockholders because to have included them would have been anti-dilutive for the period.
Note 12 - Income Taxes
The following table reconciles our GAAP net income (loss) to estimated REIT taxable income for the three months ended March 31, 2026 and March 31, 2025.
| For the Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| GAAP net income (loss) | $(54,851) | $27,332 |
| Book to tax differences: | ||
| TRS income | (85) | (71) |
| Agency Securities | 182,595 | (208,257) |
| U.S. Treasury Securities | 10,648 | 12,906 |
| Changes in interest rate contracts | (45,482) | 234,023 |
| Amortization of deferred hedging costs | (19,032) | (16,334) |
| Amortization of deferred Treasury Future gains (losses) | (124) | 3,087 |
| Other | (32) | 114 |
| Estimated REIT taxable income | $73,637 | $52,800 |
Interest rate contracts and futures contracts are treated as hedging transactions for U.S. federal income tax purposes. Unrealized gains and losses on open interest rate contracts are not included in the determination of REIT taxable income. Realized gains and losses on interest rate contracts and futures contracts terminated before their maturity are deferred and amortized over the remainder of the original term of the contract for REIT taxable income. At March 31, 2026 and December 31, 2025, we had approximately $(322,341) and $(313,284), respectively, of net deductible expense relating to previously terminated interest rate swap and treasury futures/shorts contracts amortizing through the year 2040. At March 31, 2026, we had $257,341 of net operating loss carryforwards available for use indefinitely.
| Net capital losses realized | Amount | Available to offset capital gains through |
|---|---|---|
| 2021 | $(15,606) | 2026 |
| 2022 | $(732,477) | 2027 |
| 2023 | $(472,002) | 2028 |
| 2024 | $(46,823) | 2029 |
| 2025 | $(4,078) | 2030 |
The Company's subsidiary, ARMOUR TRS, Inc. has made an election as a taxable REIT subsidiary (“TRS”). As such, the TRS is taxable as a domestic C corporation and subject to federal, state, and local income taxes based upon its taxable income.
The aggregate tax basis of our assets and liabilities was greater than our total Stockholders’ Equity at March 31, 2026 by approximately $243,079, or approximately $1.97 per common share (based on the 123,630 common shares then outstanding). State and federal tax returns for the years 2022 and later remain open and are subject to possible examination.
We are required and intend to timely distribute substantially all of our REIT taxable income in order to maintain our REIT status under the Code. Total dividend payments to stockholders for the three months ended March 31, 2026 and March 31, 2025 were $89,452 and $57,082, respectively.
Our estimated REIT taxable income and dividend requirements to maintain our REIT status are determined on an annual basis. Dividends paid in excess of current tax earnings and profits for the year will generally not be taxable to common stockholders.
Our management is responsible for determining whether tax positions taken by us are more likely than not to be sustained on their merits. We had no material unrecognized tax benefits or material uncertain tax positions for any periods presented.
Note 13 - Related Party Transactions
ACM
The Company is managed by ACM, pursuant to a management agreement. All of our executive officers are also employees of ACM. ACM manages our day-to-day operations, subject to the direction and oversight of the Board. The management agreement runs through March 31, 2033 and is thereafter automatically renewed for an additional five-year term unless terminated under certain circumstances. Either party must provide 180 days prior written notice of any such termination. During the three months ended March 31, 2025, ACM voluntarily waived management fees of $1,650, or $550 per month of its contractual management fee. On December 22, 2025, ACM notified ARMOUR that they were terminating the voluntary waiver (see Note 8 - Commitments and Contingencies).
Under the terms of the management agreement, ACM is responsible for costs incident to the performance of its duties, such as compensation of its employees and various overhead expenses. ACM is responsible for the following primary roles:
Advising us with respect to, arranging for and managing the acquisition, financing, management and disposition of, elements of our investment portfolio;
Evaluating the duration risk and prepayment risk within the investment portfolio and arranging borrowing and hedging strategies;
Coordinating capital raising activities;
Advising us on the formulation and implementation of operating strategies and policies, arranging for the acquisition of assets, monitoring the performance of those assets and providing administrative and managerial services in connection with our day-to-day operations; and
Providing executive and administrative personnel, office space and other appropriate services required in rendering management services to us.
The following table reconciles the fees incurred in accordance with the management agreement for the three months ended March 31, 2026 and March 31, 2025.
| For the Three Months Ended March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| ARMOUR management fees | $12,215 | $10,754 |
| Less management fees waived | — | (1,650) |
| Total management fee expense | $12,215 | $9,104 |
We are required to take actions as may be reasonably required to permit and enable ACM to carry out its duties and obligations. We are also responsible for any costs and expenses that ACM incurred solely on our behalf other than the various overhead expenses, which are included in Other Operating expenses in the consolidated statements of operations specified in the terms of the management agreement. For the three months ended March 31, 2026 and March 31, 2025, we reimbursed ACM $443 and $1,355, respectively, for other expenses incurred on our behalf. In 2020, 2021, 2023 and 2025, we elected to grant restricted stock unit awards to our executive officers and other ACM employees that generally vest over
5 years. In 2020, 2021, 2023 and 2025, we elected to grant RSUs to the Board. We recognized stock based compensation expense of $96 and $61 for the three months ended March 31, 2026 and March 31, 2025, respectively.
BUCKLER
At March 31, 2026, we held an ownership interest in BUCKLER of 10.8%, which is included in prepaid and other assets in our consolidated balance sheet and is accounted for using the equity method as BUCKLER maintains specific ownership accounts. Based on our evaluation of certain protective rights and the nature of the on demand subordinated loan agreements, we have determined that we do not have the power to direct the day-to-day activities that most significantly impact BUCKLER's economic performance and additionally do not have the obligation to absorb losses or the right to receive benefits that could be significant to BUCKLER. As a result, we do not have a controlling financial interest, and thus, are not BUCKLER's primary beneficiary and do not consolidate BUCKLER.
The value of the investment was $714 at March 31, 2026 and $583 at December 31, 2025, reflecting our total investment plus our share of BUCKLER’s operating results, in accordance with the terms of the BUCKLER operating agreement that our independent directors negotiated. The primary purpose of our investment in BUCKLER is to facilitate our access to repurchase financing.
BUCKLER's operating agreement (as may be amended and restated from time to time, the "BUCKLER operating agreement") contains certain provisions to benefit and protect the Company, including (1) sharing in any (a) defined profits realized by BUCKLER from the anticipated financing spreads resulting from repurchase financing facilitated by BUCKLER, and (b) distributions from BUCKLER to its members of net cash receipts, and (2) the realization of anticipated savings from reduced clearing, brokerage, trading and administrative fees. Other protective provisions in the BUCKLER operating agreement include (1) the requirement for the approval from the independent directors of the Company of any third-party business engaged by BUCKLER so long as any loan amount or indebtedness remains outstanding under the on demand subordinated loan agreements (as described more fully below) and (2) the independent directors may under certain circumstances cause BUCKLER to wind up and dissolve and promptly return certain on demand subordinated loans we provide to BUCKLER as regulatory capital. For each of the three months ended March 31, 2026 and March 31, 2025, we earned $0 from BUCKLER as an allocated share of Financing Gross Profit for a reduction of interest on repurchase agreements charged to the Company. Financing Gross Profit is defined in the BUCKLER operating agreement.
Effective February 27, 2026, the Company committed to provide on demand a subordinated loan agreement to BUCKLER in an amount up to $275,000; this commitment extends through February 27, 2029. Effective February 28, 2025, the Company committed to an on demand subordinated loan agreement in the amount of $50,000 that extends through February 28, 2028. These commitments are collateralized by mortgage backed and/or U.S. Treasury Securities owned by the Company and pledged to BUCKLER. They are treated by BUCKLER currently as capital for regulatory purposes and BUCKLER may pledge the securities to secure its own borrowings.
On February 22, 2021, the Company entered into an uncommitted revolving credit facility and security agreement with BUCKLER. Under the terms of the facility, the Company may, in its sole and absolute discretion, provide drawings to BUCKLER of up to $50,000. Interest on drawings is payable monthly at the Federal Reserve Bank of New York SOFR plus 2% per annum. To date, BUCKLER has not yet used the facility and therefore no interest expense was payable for the three months ended March 31, 2026.
During the three months ended March 31, 2026, with BUCKLER as the sales agent, under the 2023 Common stock ATM Sales Agreement, we sold 11,820 common shares for proceeds of $215,673, net of issuance costs and commissions of approximately $1,630 to BUCKLER.
During the three months ended March 31, 2026, with BUCKLER as the agent, we repurchased (125) common shares under the current repurchase authorization which cost $(2,013), including commissions of approximately $15, to BUCKLER.
In the second quarter of 2026, through April 14, 2026, we sold 416 common shares under the 2023 Common stock ATM Sales Agreement for proceeds of $7,213, net of issuance costs and commissions of approximately $55, with BUCKLER as the sales agent. See Note 10 - Stockholders' Equity for discussion of additional equity capital activities.
Note 14 - Segment Reporting
We operate in the U.S. and invest primarily in fixed rate residential, adjustable rate and hybrid adjustable rate residential MBS issued or guaranteed by U.S. GSEs or guaranteed by Ginnie Mae. From time to time, we may also invest in U.S. Treasury Securities and money market instruments. Resources and financial performance are assessed by our CEO and Co-Chief Investment Officers who collectively are the Company’s Chief Operating Decision Maker (“CODM”), based on total assets reported on the consolidated balance sheets and net income (loss) as reported on the consolidated statements of operations. Our CODM views consolidated expense information related to interest expense, management fees, compensation and other operating expenses as disclosed on our consolidated statement of operations as significant. The CODM manages our investment portfolio as a whole and decisions regarding investments and hedging are made collectively based on the inputs above. Accordingly, the Company consists of a single operating and reportable segment and the consolidated financial statements and notes thereto are presented as a single reportable segment. Since the Company operates in a single segment, the segment information is consistent with the consolidated financial statements. Therefore, no reconciliation is necessary.
Note 15 - Subsequent Events
Except as disclosed above in Note 10 and Note 13, no subsequent events were identified through the date of filing this Quarterly Report on Form 10-Q.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.