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TPG Mortgage Investment Trust, Inc.

For the period ended Mar 31, 2025. Filed May 7, 2025.

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

Mar 31, 2025 · Filed May 7, 2025

MITT$4.56+2.5%Stored close · as of Nov 9, 2026

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Item 5. Other Information

ITEM 5.OTHER INFORMATION.

2025 Equity Incentive Plan

On May 5, 2025, the Company held its 2025 annual meeting of stockholders (the “Annual Meeting”), at which the Company’s stockholders approved the Company’s 2025 Equity Incentive Plan (the “2025 Equity Incentive Plan”). The 2025 Equity Incentive Plan became effective on May 5, 2025, upon approval of the Company’s stockholders at the Annual Meeting.

The material features of the 2025 Equity Incentive Plan are described in the Company’s definitive proxy statement for the Annual Meeting filed on March 21, 2025 under the heading “Proposal 4. Approval of the AG Mortgage Investment Trust, Inc. 2025 Equity Incentive Plan” and is incorporated herein by reference. Such description is qualified in its entirety by reference to the 2025 Equity Incentive Plan, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

Submission of Matters to a Vote of Security Holders - Results of 2025 Annual Meeting of Stockholders

As disclosed above, on May 5, 2025, the Company held its Annual Meeting, where the Company’s stockholders voted on the following matters which were set forth in the notice for the meeting:

  1. Election of six directors to the Company's board of directors, with each director serving until the Company's 2026 annual meeting of stockholders or until his or her successor is duly elected and qualified;

  2. Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2025;

  3. Approval, on an advisory basis, of the Company's executive compensation; and

  4. Approval of the 2025 Equity Incentive Plan.

Each of the six nominees was elected, the appointment of Deloitte & Touche LLP as the independent registered public accounting firm was ratified, the executive compensation was approved on an advisory basis, and the 2025 Equity Incentive Plan was approved. The vote tabulation for each proposal is as follows:

1.Election of Directors:
DirectorVotes ForVotes WithheldBroker Non-Votes
Debra Hess12,148,332827,7938,405,035
T.J. Durkin12,588,287387,8388,405,035
Dianne Hurley12,590,953385,1728,405,035
Matthew Jozoff12,355,449620,6768,405,035
M. Christian Mitchell12,363,019613,1068,405,035
Nicholas Smith12,096,240879,8858,405,035
2.Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
20,734,372265,903380,885—
3.Approval, on an advisory basis, of the Company's executive compensation:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
12,144,249591,568240,3088,405,035
4.Approval of the 2025 Equity Incentive Plan:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
12,226,960583,121166,0448,405,035
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.