Skip to main content

Armour Residential REIT, Inc.

For the period ended Sep 30, 2026. Filed Oct 21, 2026.

View on SEC.gov

About this filing

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, 2026 · Filed Oct 21, 2026

ARR$12.60+0.2%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Item 1. Financial Statements

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

September 30, 2026December 31, 2025
Assets
Cash and cash equivalents$99,666$63,270
Cash collateral posted to counterparties34,209226,701
Investments in securities, at fair value
Agency Securities (including pledged securities of $19,659,303 ($9,764,715 with BUCKLER) at September 30, 2026 and $18,071,863 ($8,324,007 with BUCKLER) at December 31, 2025)19,991,91719,417,640
U.S. Treasury Securities (including pledged securities of $473,975 ($379,240 with BUCKLER) at September 30, 2026 and $598,109 ($498,438 with BUCKLER) at December 31, 2025)473,975598,109
Receivable for unsettled sales (including pledged securities of $350,147 ($158,151 with BUCKLER) at September 30, 2026)411,773—
Derivatives, at fair value1,360,207611,544
Accrued interest receivable93,22486,153
Prepaid and other2,9041,742
Total Assets$22,467,875$21,005,159
Liabilities and Stockholders’ Equity
Liabilities
Repurchase agreements, net (including $9,644,292 and $8,426,540, at September 30, 2026 and December 31, 2025, respectively with BUCKLER)$19,379,128$17,941,796
Cash collateral posted by counterparties649,513419,427
Payable for unsettled purchases—302,094
Derivatives, at fair value24,40219,303
Accrued interest payable- repurchase agreements (including $29,701 and $27,752, at September 30, 2026 and December 31, 2025, respectively with BUCKLER)58,29159,267
Accounts payable and other accrued expenses5,8792,219
Total Liabilities$20,117,213$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; 7,676 shares and 7,048 shares issued and outstanding ($25.00 per share liquidation preference) at September 30, 2026 and December 31, 2025, respectively77
Common stock, $0.001 par value, 250,000 and 175,000 shares authorized;148,415 shares and 111,915 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively.148112
Additional paid-in capital6,094,0735,446,152
Cumulative distributions to stockholders(2,961,618)(2,667,051)
Accumulated net loss(781,948)(518,167)
Total Stockholders’ Equity$2,350,662$2,261,053
Total Liabilities and Stockholders’ Equity$22,467,875$21,005,159

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

For the Three Months Ended September 30,For the Nine Months Ended September 30,
2026202520262025
Interest Income:
Interest Income$274,342$210,182$787,413$563,949
Interest expense (including $(93,128) and $(82,157) and $(260,192) and $(211,475), respectively with BUCKLER)(190,599)(171,665)(556,137)(455,986)
Net Interest Income$83,743$38,517$231,276$107,963
Other Income (Loss):
Gain (Loss) on Agency Securities, trading, net(1,165,185)177,108(1,390,404)401,910
Gain (Loss) on U.S. Treasury Securities, net(18,227)6,197(39,329)(9,596)
Gain (Loss) on derivatives, net (1)792,440(49,287)983,700(348,527)
Total Other Income (Loss)$(390,972)$134,018$(446,033)$43,787
Expenses:
Management fees13,03911,70337,79333,532
Compensation1,4809263,5962,626
Other operating1,9982,2977,6359,559
Total Expenses$16,517$14,926$49,024$45,717
Less management fees waived—(1,650)—(4,950)
Total Expenses after fees waived$16,517$13,276$49,024$40,767
Net Income (Loss)$(323,746)$159,259$(263,781)$110,983
Dividends on preferred stock(3,326)(3,003)(9,765)(9,006)
Net Income (Loss) available (related) to common stockholders$(327,072)$156,256$(273,546)$101,977
Net Income (Loss) per share available (related) to common stockholders (Note 11):
Basic$(2.26)$1.50$(2.09)$1.16
Diluted$(2.26)$1.49$(2.09)$1.16
Dividends declared per common share$0.72$0.72$2.16$2.16
Weighted average common shares outstanding:
Basic144,564104,318131,17687,886
Diluted144,564104,573131,17688,141

(1)Interest income and expense related to our interest rate swap contracts is recorded in gain (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 StockCommon StockPreferred StockCommon StockAdditional Paid-in CapitalCumulative Distributions to StockholdersAccumulated Net LossTotal Stockholders'Equity
Balance, June 30, 20256,86488,071$7$88$5,053,048$(2,504,062)$(889,130)$1,659,951
Net Income——————159,259159,259
Issuance of common stock, net—24,496—25398,106——398,131
Stock based compensation, net of withholding requirements—15——570——570
Common stock repurchased—(684)—(1)(9,915)——(9,916)
Preferred stock dividends—————(3,003)—(3,003)
Common stock dividends—————(76,196)—(76,196)
Balance, September 30, 20256,864111,898$7$112$5,441,809$(2,583,261)$(729,871)$2,128,796
Balance, June 30, 20267,553136,371$7$136$5,890,026$(2,852,873)$(458,202)$2,579,094
Net Loss——————(323,746)(323,746)
Issuance of Preferred stock, net123———2,527——2,527
Issuance of common stock, net—12,368—12205,732——205,744
Stock based compensation, net of withholding requirements—40——937——937
Common stock repurchased—(364)——(5,149)——(5,149)
Preferred stock dividends—————(3,326)—(3,326)
Common stock dividends—————(105,419)—(105,419)
Balance, September 30, 20267,676148,415$7$148$6,094,073$(2,961,618)$(781,948)$2,350,662
Continued

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)

Shares · Par
Preferred StockCommon StockPreferred StockCommon StockAdditional Paid-in CapitalCumulative Distributions to StockholdersAccumulated Net LossTotal Stockholders'Equity
Balance, December 31, 20246,84762,412$7$62$4,585,739$(2,383,539)$(840,854)$1,361,415
Net Income——————110,983110,983
Issuance of Preferred stock, net17———279——279
Issuance of common stock, net—50,796—51874,181——874,232
Stock based compensation, net of withholding requirements—41——1,556——1,556
Common stock repurchased—(1,351)—(1)(19,946)——(19,947)
Preferred stock dividends—————(9,006)—(9,006)
Common stock dividends—————(190,716)—(190,716)
Balance, September 30, 20256,864111,898$7$112$5,441,809$(2,583,261)$(729,871)$2,128,796
Balance, December 31, 20257,048111,915$7$112$5,446,152$(2,667,051)$(518,167)$2,261,053
Net Loss——————(263,781)(263,781)
Issuance of Preferred stock, net628———13,002——13,002
Issuance of common stock, net—36,908—36639,815——639,851
Stock based compensation, net of withholding requirements—81——2,266——2,266
Common stock repurchased—(489)——(7,162)——(7,162)
Preferred stock dividends—————(9,765)—(9,765)
Common stock dividends—————(284,802)—(284,802)
Balance, September 30, 20267,676148,415$7$148$6,094,073$(2,961,618)$(781,948)$2,350,662

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

For the Nine Months Ended September 30,
20262025
Cash Flows Provided By (Used In) Operating Activities:
Net Income (loss)$(263,781)$110,983
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 Securities2,235(1,176)
Net (accretion) amortization of U.S. Treasury Securities(76)132
(Gain) Loss on Agency Securities, trading, net1,390,404(401,910)
Loss on U.S. Treasury Securities, net39,3299,596
Stock based compensation2,2661,556
Changes in operating assets and liabilities:
Increase in accrued interest receivable(7,666)(26,888)
Increase in prepaid and other assets(1,162)(1,256)
Change in derivatives, at fair value(743,564)367,416
Increase (decrease) in accrued interest payable- repurchase agreements(976)31,898
Decrease in accrued interest payable- U.S. Treasury Securities sold short—(3,801)
Increase in accounts payable and other accrued expenses3,6602,091
Net cash and cash equivalents and cash collateral posted to counterparties provided by operating activities$420,669$88,641
Cash Flows Provided By (Used In) Investing Activities:
Purchases of Agency Securities(6,467,149)(7,669,859)
Purchases of U.S. Treasury Securities (includes $50,049 and $203,422 with BUCKLER, respectively)(501,709)(1,106,410)
Principal repayments of Agency Securities2,035,7651,038,458
Proceeds from sales of Agency Securities1,751,1961,341,698
Proceeds from sales of U.S. Treasury Securities (includes $49,000 and $100,502 with BUCKLER, respectively)586,590351,608
Disbursements on reverse repurchase agreements (includes $0 and $(1,860,188) with BUCKLER, respectively)—(2,268,875)
Receipts from reverse repurchase agreements (includes $0 and $2,307,250 with BUCKLER, respectively)—2,767,125
Decrease in cash collateral posted by counterparties230,086(380,237)
Net cash and cash equivalents and cash collateral posted to counterparties used in investing activities$(2,365,221)$(5,926,492)
Cash Flows Provided By (Used In) Financing Activities:
Issuance of Series C Preferred stock, net of expenses13,002279
Issuance of common stock, net of expenses639,804874,195
Proceeds from repurchase agreements (including $60,497,426 and $64,158,045, respectively with BUCKLER)124,246,399106,444,574
(Continued)

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

For the Nine Months Ended September 30,
20262025
Principal repayments on repurchase agreements (including $(59,279,674) and $(62,334,995), respectively with BUCKLER)(122,809,067)(101,099,228)
Series C Preferred stock dividends paid(9,765)(9,006)
Common stock dividends paid(284,755)(190,679)
Common stock repurchased(7,162)(19,947)
Net cash and cash equivalents and cash collateral posted to counterparties provided by financing activities$1,788,456$6,000,188
Net increase (decrease) in cash and cash equivalents and cash collateral posted to counterparties(156,096)162,337
Cash and cash equivalents and cash collateral posted to counterparties - beginning of period289,971146,183
Cash and cash equivalents and cash collateral posted to counterparties - end of period$133,875$308,520
Supplemental Disclosure:
Cash paid during the period for interest$759,080$507,495
Non-Cash Investing Activities:
Receivable for unsettled sales$411,773$296,523
Payable for unsettled purchases$—$(72,933)

Note 1 - Organization and Nature of Business Operations

References to "we," "us," "our," or the "Company" are to Armor 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 September 30, 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 condensed consolidated financial statements (the "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 and nine months ended September 30, 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 using 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 September 30, 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 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 September 30, 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 that would be received to sell an asset or the amount to be 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 is 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 September 30, 2026 and December 31, 2025.

September 30, 2026Level 1Level 2Level 3Balance
Assets at Fair Value:
Agency Securities$—$19,991,917$—$19,991,917
U.S. Treasury Securities$473,975$—$—$473,975
Derivatives$227,881$1,132,326$—$1,360,207
Liabilities at Fair Value:
Derivatives$—$24,402$—$24,402
December 31, 2025Level 1Level 2Level 3Balance
Assets at Fair Value:
Agency Securities$—$19,417,640$—$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 nine months ended September 30, 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 carrying amount, which approximates fair value at September 30, 2026 and December 31, 2025.

Note 5 - Investments in Securities

As of September 30, 2026 and December 31, 2025, our securities portfolio consisted of $20,465,892 and $20,015,749 of trading securities, at fair value, respectively.

We also had $804,760 and $0 of TBA Agency Securities, at fair value, which were reported at net carrying value of $(24,401) and $0, respectively, at September 30, 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 September 30, 2026 and December 31, 2025.

September 30, 2026Principal AmountAmortized CostGross Unrealized LossGross Unrealized GainFair Value
Agency Securities$21,411,666$21,189,942$(1,198,025)$—$19,991,917
U.S. Treasury Securities500,000498,837(24,862)—473,975
Totals$21,911,666$21,688,779$(1,222,887)$—$20,465,892
December 31, 2025Principal AmountAmortized CostGross Unrealized LossGross Unrealized GainFair Value
Agency Securities$19,380,804$19,257,086$(87,828)$248,382$19,417,640
U.S. Treasury Securities600,000598,760(1,078)427598,109
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 September 30, 2026 and December 31, 2025.

September 30, 2026December 31, 2025
Weighted Average LifeFair ValueAmortized CostFair ValueAmortized Cost
< 1 year$—$—$—$—
≥ 1 year and < 3 years——1,934,5371,910,316
≥ 3 years and < 5 years648,954679,9298,305,9938,201,320
≥ 5 years19,816,93821,008,8509,775,2199,744,210
Totals$20,465,892$21,688,779$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 September 30, 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 September 30, 2026, we had active MRAs with 37 counterparties and had $19,379,128 in outstanding borrowings with 25 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 September 30, 2026 and December 31, 2025. Our repurchase agreements require excess collateral, known as a “haircut.” At September 30, 2026, the average haircut percentage was 2.48% 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.

September 30, 2026BalanceWeighted Average Contractual RateWeighted Average Maturity in days
≤ 30 days$19,379,1283.92%13
Total or Weighted Average$19,379,1283.92%13
December 31, 2025BalanceWeighted Average Contractual RateWeighted Average Maturity in days
≤ 30 days$17,941,7964.01%15
Total or Weighted Average$17,941,7964.01%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 September 30, 2026 and December 31, 2025, BUCKLER accounted for 49.8% and 47.0% of our aggregate borrowings and had an amount at risk of 8.0% and 7.1%, respectively, of our total stockholders' equity with a weighted average maturity of 9 days and 13 days, respectively, on repurchase agreements, net (see Note 13 - Related Party Transactions).

In addition, at September 30, 2026, we had 2 repurchase agreement counterparties that individually accounted for over 5% of our aggregate borrowings. In total, these counterparties accounted for approximately 10.2% of our repurchase agreement borrowings outstanding at September 30, 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 September 30, 2026 and December 31, 2025.

Gross Amounts Not Offset
AssetsGross Amounts (1)FinancialInstrumentsCash CollateralTotal Net
Interest rate swap contracts (2)$1,132,326$—$(546,700)$585,626
Futures contracts227,881—(83,363)144,518
TBA Agency Securities————
Totals$1,360,207$—$(630,063)$730,144
Interest rate swap contracts (2)$593,724$(19,210)$(244,878)$329,635
Futures contracts17,820(93)53,21070,937
Totals$611,544$(19,303)$(191,668)$400,572

(1)See Note 4 - Fair Value of Financial Instruments for additional discussion.

(2)Includes $454,280 and $15,329 of centrally-cleared interest rate swap contracts, respectively.

Gross Amounts Not Offset
LiabilitiesGross Amounts (1)FinancialInstrumentsCash CollateralTotal Net
TBA Agency Securities$(24,402)$—$10,329$(14,073)
Totals$(24,402)$—$10,329$(14,073)
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 $(19,210) of centrally-cleared interest rate swap contracts.

The following table represents the information regarding our derivatives which are included in Gain (Loss) on derivatives, net in the accompanying consolidated statements of operations for the three and nine months ended September 30, 2026 and September 30, 2025.

Income (Loss) Recognized
For the Three Months Ended September 30,For the Nine Months Ended September 30,
Derivatives2026202520262025
Interest rate swap contracts (1)$515,117$(17,232)$697,219$(233,797)
Futures contracts311,684(32,605)326,019(121,698)
TBA Agency Securities(34,361)550(39,538)6,968
Total Gain (Loss) on Derivatives, net$792,440$(49,287)$983,700$(348,527)

(1)Includes $386,658 and $(17,173) and $491,072 and $(128,745) of centrally-cleared interest rate swap contract income (loss) for the three and nine months ended September 30, 2026 and September 30, 2025, respectively.

The following tables present information about our derivatives at September 30, 2026 and December 31, 2025. We did not have any TBA Agency Securities at December 31, 2025.

Interest Rate Swap Contracts (1)Notional AmountWeighted Average Remaining Term (Months)Weighted Average Rate
< 3 years$7,547,000203.17%
≥ 3 years and < 5 years3,952,000501.49%
≥ 5 years and < 7 years1,965,000732.98%
≥ 7 years and < 10 years2,265,0001083.86%
≥ 10 years1,225,0001754.37%
Total or Weighted Average (2)$16,954,000562.93%
< 3 years$6,475,000253.02%
≥ 3 years and < 5 years1,802,000520.53%
≥ 5 years and < 7 years2,400,000691.43%
≥ 7 years and < 10 years1,350,0001113.73%
≥ 10 years300,0001763.96%
Total or Weighted Average (3)$12,327,000512.44%

(1)Pay Fixed/Receive Variable.

(2)Of this amount, $12,073,000 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, $11,873,000 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 SecuritiesNotional AmountCost BasisFair Value
30 Year Long, 5.5%$400,000$393,762$381,083
30 Year Long, 6.0%330,000332,787323,228
30 Year Long, 6.5%100,000102,613100,449
Total TBA Agency Securities$830,000$829,162$804,760

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 September 30, 2026, the effective management fee was 0.87%, based on gross equity raised of $6,017,634.

During the three and nine months ended September 30, 2025, ACM voluntarily waived management fees of $1,650 and $4,950, respectively. 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 2009 Stock Incentive Plan (as amended, 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 September 30, 2026, the Company’s contractual management fee commitments are:

YearContractual Management Fee
Remainder of 202613,158
202752,632
202852,632
202952,632
203052,632
203152,632
203252,632
203352,632
Total$381,582

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 September 30, 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. On April 30, 2026, at the Company's 2026 annual meeting of stockholders, the Plan was amended to increase the aggregate number of shares available for issuance under the Plan by 1,000 shares of common stock from 800 shares to 1,800 shares of common stock. At September 30, 2026, there were 383 shares available for future issuance under the Plan.

Transactions related to awards for the nine months ended September 30, 2026 are summarized below:

Number ofAwardsWeightedAverage Grant Date Fair Value per Award
Unvested RSU Awards Outstanding at December 31, 2025325$23.37
Granted (1)620$16.92
Vested(105)$23.99
Unvested RSU Awards Outstanding at September 30, 2026840$18.53

(1) During the nine months ended September 30, 2026,500 RSUs were granted to our executive officers and other ACM employees and approximately 120 RSUs were granted to the Board.

At September 30, 2026, there was approximately $15,565 of unvested stock based compensation related to the Awards (based on a weighted grant date price of $18.53 per share), which we expect to recognize as an expense as follows: for the remainder of 2026 an expense of $1,006, in 2027 an expense of $3,699, and thereafter an expense of $10,860. 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 September 30, 2026 and December 31, 2025.

Cumulative Distributions to StockholdersSeptember 30, 2026December 31, 2025
Preferred dividends$190,594$180,829
Common stock dividends2,771,0242,486,222
Totals$2,961,618$2,667,051

Preferred Stock

At September 30, 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 September 30, 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 September 30, 2026 and December 31, 2025, we had 7,676 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 $191,899 and $176,196 in the aggregate, respectively. At September 30, 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 2,324 and 2,952 at September 30, 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 nine months ended September 30, 2026, we sold 628 shares under the Preferred C ATM Sales Agreement for proceeds of $13,002, net of issuance costs and commissions of approximately $164.

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 nine months ended September 30, 2026.

Common Stock

At September 30, 2026 and December 31, 2025, we were authorized to issue up to 250,000 and 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 148,415 and 111,915 shares of common stock issued and outstanding at September 30, 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 could initially 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. On July 24, 2026, the 2023 Common stock ATM Sales Agreement was further 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.

During the nine months ended September 30, 2026, we sold 36,901 common shares under the 2023 Common stock ATM Sales Agreement for proceeds of $639,739, net of issuance costs and commissions of approximately $5,383.

During the nine months ended September 30, 2026, we issued 7 common shares under our Common Stock Dividend Reinvestment Program ("DRIP") for net proceeds of $112.

See Note 13 - Related Party Transactions for discussion of additional transactions with BUCKLER.

Common Stock Repurchase Program

At September 30, 2026 and December 31, 2025, there were 4,636 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 was 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 nine months ended September 30, 2026 we repurchased (489) common shares under this authorization for a cost of $(7,162) 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 nine months ended September 30, 2026 and for the year ended December 31, 2025.

Transaction TypeCompletion DateNumber of SharesPer Share price (1)Net Proceeds (costs)
Preferred C ATM Sales AgreementJanuary 2, 2026 - September 8, 2026628$20.70$13,002
2023 Common stock ATM Sales AgreementJanuary 6, 2026 - September 14, 202636,901$17.34$639,739
DRIP shares issuedJanuary 26, 2026 - September 29, 20267$16.51$112
Common stock repurchasedMarch 20, 2026 - September 8, 2026(489)$14.66$(7,162)
Preferred C ATM Sales AgreementJanuary 22, 2025 - December 31, 2025201$20.50$4,118
August 2025 Public OfferingAugust 5, 202518,500$16.14$298,502
2023 Common stock ATM Sales AgreementJanuary 2, 2025 - July 30, 202532,290$17.82$575,554
DRIP shares issuedJanuary 27, 2025 - December 29, 20257$16.59$111
Common stock repurchasedApril 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 $1,119 in the aggregate, will be paid on October 27, 2026, to holders of record on October 15, 2026. We have also declared cash dividends of $0.14583 per outstanding share of Series C Preferred Stock payable November 27, 2026, to holders of record on November 15, 2026, and payable December 28, 2026, to holders of record on December 15, 2026.

A cash dividend of $0.24 per outstanding common share, or $35,824 in the aggregate, will be paid on October 29, 2026, to holders of record on October 15, 2026. We have also declared a cash dividend of $0.24 per outstanding common share payable November 27, 2026, to holders of record on November 16, 2026.

The following table presents our Series C Preferred Stock dividend transactions for the nine months ended September 30, 2026.

Record Date · Payment Date · Rate per Series C Preferred Share · Aggregate amount paid to holders of record
January 15, 2026January 27, 2026$0.14583$1,041
February 15, 2026February 27, 2026$0.145831,061
March 15, 2026March 27, 2026$0.145831,073
April 15, 2026April 27, 2026$0.145831,074
May 15, 2026May 27, 2026$0.145831,091
June 15, 2026June 29, 2026$0.145831,099
July 15, 2026July 27, 2026$0.145831,102
August 15, 2026August 27, 2026$0.145831,105
September 15, 2026September 28, 2026$0.145831,119
Total dividends paid$9,765

The following table presents our common stock dividend transactions for the nine months ended September 30, 2026.

Record Date · Payment Date · Rate per common share · Aggregate amount paid to holders of record
January 15, 2026January 29, 2026$0.24$27,796
February 17, 2026February 27, 2026$0.2428,734
March 16, 2026March 30, 2026$0.2429,747
April 15, 2026April 29, 2026$0.2429,847
May 15, 2026May 28, 2026$0.2431,319
June 15, 2026June 29, 2026$0.2431,940
July 15, 2026July 30, 2026$0.2434,190
August 17, 2026August 28, 2026$0.2435,318
September 15, 2026September 29, 2026$0.2435,911
Total dividends paid$284,802

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 and nine months ended September 30, 2026 and September 30, 2025.

For the Three Months Ended September 30,For the Nine Months Ended September 30,
2026202520262025
Net Income (Loss)$(323,746)$159,259$(263,781)$110,983
Less: Preferred dividends(3,326)(3,003)(9,765)(9,006)
Net Income (Loss) available (related) to common stockholders$(327,072)$156,256$(273,546)$101,977
Weighted average common shares outstanding – basic144,564104,318131,17687,886
Add: Effect of dilutive non-vested awards, assumed vested—255—255
Weighted average common shares outstanding – diluted144,564104,573131,17688,141
Net Income (loss) per share available (related) to common stockholders - basic(2.26)1.50(2.09)1.16
Net Income (loss) per share available (related) to common stockholders - diluted(2.26)1.49(2.09)1.16

For the three and nine months ended September 30, 2026,840 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 and nine months ended September 30, 2026 and September 30, 2025.

For the Three Months Ended September 30,For the Nine Months Ended September 30,
2026202520262025
GAAP net income (loss)$(323,746)$159,259$(263,781)$110,983
Book to tax differences:
ARMOUR TRS Inc. (income) loss64(94)(18)(289)
Gain (Loss) on Agency Securities, trading, net1,165,185(177,108)1,390,404(401,910)
Gain (Loss) on U.S. Treasury Securities, net18,227(6,197)39,3299,596
Changes in interest rate contracts(757,419)101,641(875,489)491,547
Amortization of deferred hedging costs(13,914)(18,437)(48,718)(52,132)
Amortization of deferred Treasury Future gains2,8811,9813,1677,558
Other838113945242
Estimated REIT taxable income$92,116$61,158$245,839$165,595

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 September 30, 2026 and December 31, 2025, we had approximately $(139,301) 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 September 30, 2026, we had $257,341 of net operating loss carryforwards available for use indefinitely.

Net capital losses realizedAmountAvailable 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 September 30, 2026 by approximately $553,903, or approximately $3.73 per common share (based on the 148,415 common shares then outstanding). State and federal tax returns for the years 2023 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 and nine months ended September 30, 2026 and September 30, 2025 were $108,745 and $294,567 and $79,199 and $199,722, 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 and nine months ended September 30, 2025, ACM voluntarily waived management fees of $1,650 and $4,950, respectively. 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 and nine months ended September 30, 2026 and September 30, 2025.

For the Three Months Ended September 30,For the Nine Months Ended September 30,
2026202520262025
ARMOUR management fees$13,039$11,703$37,793$33,532
Less management fees waived—(1,650)—(4,950)
Total management fee expense$13,039$10,053$37,793$28,582

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 and nine months ended September 30, 2026 and September 30, 2025, we reimbursed ACM $500 and $1,434 and $350 and $2,021, respectively, for other expenses incurred on our behalf.

BUCKLER

At September 30, 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 $791 at September 30, 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 the three and nine months ended September 30, 2026, we earned $0 and $20 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 nine months ended September 30, 2026.

During the three and nine months ended September 30, 2026, with BUCKLER as the sales agent, under the 2023 Common stock ATM Sales Agreement, we sold 12,366 and 35,451 common shares for proceeds of $205,886 and $615,278, net of issuance costs and commissions of approximately $1,556 and $4,650 to BUCKLER.

During the three and nine months ended September 30, 2026, with BUCKLER as the agent, we repurchased (364) and (489) common shares under the current repurchase authorization which cost $(5,149) and $(7,162), including commissions of approximately $38 and $53, to BUCKLER.

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 in Note 10, no subsequent events were identified through the date of filing this Quarterly Report on Form 10-Q.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.