[8-K] Ellington Financial Inc. Reports Material Event

Rhea-AI Filing Summary

Ellington Financial Inc. has elected to redeem all outstanding shares of its 6.750% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock. The redemption is being made pursuant to the terms of the Series A certificate of designation.

The redemption will occur on February 27, 2026, at a price equal to the $25.00 liquidation preference per share, plus any accrued and unpaid dividends to, but excluding, the redemption date. Details were announced in a press release that is included as an exhibit to this report.

Insights

Preferred securities analyst

Ellington is calling its 6.750% Series A preferred at $25 plus accrued dividends.

Ellington Financial is redeeming all outstanding 6.750% Series A preferred shares on February 27, 2026. Holders will receive the stated $25.00 liquidation preference per share plus accrued and unpaid dividends up to, but excluding, the redemption date.

This action removes an outstanding preferred layer with a 6.750% coupon, potentially affecting the company’s future funding mix and preferred capital structure. The filing does not quantify the total dollar amount being redeemed, so the overall balance-sheet impact is not detailed here.

Key dates for investors are the January 28, 2026 announcement and the February 27, 2026 redemption date, when payments at $25.00 per share plus accrued dividends are scheduled, according to the company’s description of the transaction.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

FALSE000141134200014113422026-01-282026-01-280001411342us-gaap:CommonStockMember2026-01-282026-01-280001411342us-gaap:SeriesAPreferredStockMember2026-01-282026-01-280001411342us-gaap:SeriesBPreferredStockMember2026-01-282026-01-280001411342us-gaap:SeriesCPreferredStockMember2026-01-282026-01-280001411342us-gaap:SeriesDPreferredStockMember2026-01-282026-01-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 28, 2026

ELLINGTON FINANCIAL INC.

(Exact name of registrant as specified in its charter)

Delaware

001-34569

26-0489289

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

53 Forest Avenue

Old Greenwich, CT 06870

(Address and zip code of principal executive offices)

Registrant's telephone number, including area code: (203) 698-1200

Not Applicable

(Former Name or Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, $0.001 par value per share

EFC

The New York Stock Exchange

6.750% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock

EFC PR A

The New York Stock Exchange

6.250% Series B Fixed-Rate Reset Cumulative Redeemable Preferred Stock

EFC PR B

The New York Stock Exchange

8.625% Series C Fixed-Rate Reset Cumulative Redeemable Preferred Stock

EFC PR C

The New York Stock Exchange

7.00% Series D Cumulative Perpetual Redeemable Preferred Stock

EFC PRD

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ¨

Item 8.01.    Other Events

On January 28, 2026, Ellington Financial Inc. (the “Company”) issued a press release announcing that it has elected to redeem all outstanding shares of its 6.750% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”) pursuant to the terms of the certificate of designation for the Series A Preferred Stock. The redemption will occur on February 27, 2026 (the “Redemption Date”) at a redemption price equal to the $25.00 liquidation preference per share, plus accrued and unpaid dividends to, but excluding, the Redemption Date.

A copy of the press release is filed herewith as Exhibit 99.1 to this current report on Form 8-K and the information related to the dividend is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is being furnished herewith this Current Report on Form 8-K.

99.1   Press release dated January 28, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

ELLINGTON FINANCIAL INC.

Date:

January 28, 2026

By:

/s/ JR Herlihy

JR Herlihy

Chief Financial Officer