AGNC chair withholds 251,989 shares for taxes

AGNC Investment Corp. Director and Executive Chair Gary D. Kain reported a tax-related share disposition tied to restricted stock unit vesting.

Rhea-AI Filing Summary

AGNC Investment Corp. Director and Executive Chair Gary D. Kain reported a tax-related share disposition tied to restricted stock unit vesting. On February 17, 2026, 251,989 common shares at $11.30 per share were withheld to cover required tax withholdings, rather than sold in the open market. After these dispositions, Kain directly held 1,948,376.101 common shares and 10,900 shares of Series D preferred stock, and an additional 517,920 common shares were held indirectly through a family trust.

Insider Trade Summary

Exercise Price or Tax Liability: 251,989 shares

Exercise Price or Tax Liability 3 txns

Insider Kain Gary D

Role Director, Executive Chair

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	251,989	$11.30	$2.85M
holding	Series D Preferred Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 1,948,376.101 shares (Direct); Series D Preferred Stock — 10,900 shares (Direct); Common Stock — 517,920 shares (Indirect, By family trust)

Footnotes (2)

1. F1. Dispositions represent shares withheld upon vesting of restricted stock unit awards to cover required tax withholdings.
2. F2. Includes 11,274 dividend equivalent restricted stock units received on previously granted RSU awards since the Reporting Person's last Form 4 filing.

FAQ

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What did AGNC (AGNC) insider Gary Kain report in this Form 4?

Gary D. Kain reported a tax-related disposition of AGNC shares. 251,989 common shares were withheld upon restricted stock unit vesting to satisfy required tax withholdings, rather than being sold in an open market transaction.

How many AGNC shares were withheld for taxes from Gary Kain’s RSUs?

A total of 251,989 AGNC common shares were withheld for taxes. The shares were valued at $11.30 per share and were used to cover required tax withholdings on vested restricted stock unit awards.

How many AGNC common shares does Gary Kain hold after this transaction?

After the tax-withholding disposition, Gary D. Kain directly held 1,948,376.101 AGNC common shares. This figure reflects his direct ownership following the RSU-related share withholdings reported in the Form 4 filing.

What indirect AGNC holdings does Gary Kain report through a family trust?

The Form 4 shows 517,920 AGNC common shares held indirectly through a family trust. These shares are categorized as indirect ownership, separate from Kain’s directly held common stock position reported in the filing.

What preferred stock position in AGNC does Gary Kain report?

Gary D. Kain reported holding 10,900 shares of AGNC Series D Preferred Stock. This position is listed as directly owned and is separate from his common stock and the family trust’s indirect common stock holdings.

Was Gary Kain’s AGNC transaction an open-market sale or tax withholding?

The transaction was tax withholding, not an open-market sale. Shares were withheld upon vesting of restricted stock unit awards to cover required tax withholdings, as described in the filing’s footnote.

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Accepted by SEC EDGAR 02/18/2026 - 04:01 PM EST Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kain Gary D

(Last) (First) (Middle)

AGNC INVESTMENT CORP.

7373 WISCONSIN AVENUE 22ND FL

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AGNC Investment Corp. [ AGNC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Director, Executive Chair

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/17/2026		F		251,989(1)	D	$11.3	1,948,376.101(2)	D
Series D Preferred Stock								10,900	D
Common Stock								517,920	I	By family trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Dispositions represent shares withheld upon vesting of restricted stock unit awards to cover required tax withholdings.

2. Includes 11,274 dividend equivalent restricted stock units received on previously granted RSU awards since the Reporting Person's last Form 4 filing.

	/s/ Gary Kain	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.