Ellington Financial Inc.
For the period ended Mar 31, 2026. Filed May 11, 2026.
View on SEC.govAbout 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.
Mar 31, 2026 · Filed May 11, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 1A. Risk Factors
For information regarding factors that could affect our results of operations, financial condition, and liquidity, see the risk factors discussed under "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 2, 2026 (the "Form 10-K"). See also "Special Note Regarding Forward-Looking Statements," included in Part I, Item 2 of this Quarterly Report on Form 10-Q.
Unregistered Sales of Equity Securities
Pursuant to our 2017 Equity Incentive Plan, on March 16, 2026, we granted 95,598 OP LTIP Units to certain of our personnel, subject to forfeiture restrictions that will lapse on December 31, 2027. On March 18, 2026, we granted 320,039 OP LTIP Units to certain of our personnel, subject to forfeiture restrictions that will lapse on March 18, 2027.
Once vested, OP LTIP Units may be converted at the election of the holder, or at any time at our election, into OP Units on a one-for-one basis. Subject to certain conditions, the OP Units are redeemable by the holder for an equivalent number of shares of our common stock or, at our election, for the cash value of such shares of our common stock. Such grants were exempt from the registration requirements of the Securities Act based on the exemption provided in Section 4(a)(2) of the Securities Act.
| Exhibit | Description |
| 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes – Oxley Act of 2002 |
| 31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes – Oxley Act of 2002 |
| 32.1* | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes – Oxley Act of 2002 |
| 32.2* | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes – Oxley Act of 2002 |
| 101.INS | Inline XBRL Instance Document |
| 101.SCH | Inline XBRL Taxonomy Extension Schema |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
- Furnished herewith. These certifications are not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
SIGNATURES
| ELLINGTON FINANCIAL INC. | |||
| Date: | May 11, 2026 | By: | /s/ LAURENCE PENN |
|---|---|---|---|
| Laurence PennChief Executive Officer(Principal Executive Officer) | |||
| ELLINGTON FINANCIAL INC. | |||
| Date: | May 11, 2026 | By: | /s/ JR HERLIHY |
| JR HerlihyChief Financial Officer(Principal Financial and Accounting Officer) | |||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.