Gary Kain of AGNC (AGNC) receives 633,605 performance-based shares

Rhea-AI Filing Summary

AGNC Investment Corp. Director and Executive Chair Gary D. Kain reported a large share award. On January 21, 2026, he acquired 633,605 shares of common stock at no cost, following the satisfaction of performance criteria tied to grants made under the company’s 2016 Equity and Incentive Compensation Plan. The total includes 48,454 dividend equivalent restricted stock units added since his prior report. After this award, Kain beneficially owns 2,889,091.101 common shares directly, plus 517,920 common shares indirectly through a family trust, and 10,900 shares of Series D preferred stock.

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

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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)
01/21/2026

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	01/21/2026		A		633,605	A	(1)	2,889,091.101(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. Shares received for no consideration upon the satisfaction of performance criteria underlying performance based grants made under the Amended and Restated AGNC Investment Corp. 2016 Equity and Incentive Compensation Plan on March 1, 2023.

2. Includes 48,454 dividend equivalent restricted stock units received on previously granted RSU awards since the Reporting Person's last Form 4 filing.

	Gary Kain	01/23/2026
	** 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).
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FAQ

What insider transaction did AGNC (AGNC) report for Gary D. Kain?

AGNC reported that Director and Executive Chair Gary D. Kain acquired 633,605 shares of common stock on January 21, 2026 for no consideration.

Why did Gary D. Kain receive 633,605 AGNC shares?

The 633,605 common shares were received for no consideration after performance criteria were met on performance-based grants under the 2016 Equity and Incentive Compensation Plan.

What are dividend equivalent RSUs mentioned in the AGNC Form 4 for Gary Kain?

The filing notes the total common shares include 48,454 dividend equivalent restricted stock units that accrued on previously granted RSU awards since Kain’s prior Form 4.

How many AGNC common shares does Gary D. Kain own after this transaction?

Following the award, Kain beneficially owns 2,889,091.101 common shares directly and 517,920 common shares indirectly through a family trust.

Does Gary D. Kain hold any AGNC preferred stock?

Yes. The Form 4 shows he directly holds 10,900 shares of AGNC Series D Preferred Stock after the reported transaction.

How is Gary D. Kain related to AGNC Investment Corp.?

Kain is reported as both a Director and an officer, serving as Executive Chair of AGNC Investment Corp.