Ellington Financial (EFC) awards CFO 36,417 OP LTIP Units under 2017 plan

Rhea-AI Filing Summary

Ellington Financial Inc. reported an equity award to its Chief Financial Officer on December 17, 2025. The CFO received 36,417 OP LTIP Units, a separate non-voting class of limited liability company interests in Ellington Financial Operating Partnership LLC, the company’s operating partnership subsidiary.

According to the vesting schedule, 14,567 OP LTIP Units will vest on December 16, 2026, and the remaining 21,850 OP LTIP Units will vest on December 16, 2027. Once vested, these OP LTIP Units may be converted on a one-for-one basis into common units of the operating partnership, which are, subject to certain conditions, redeemable for an equivalent number of Ellington Financial common shares or the cash value of those shares at the company’s election.

The OP LTIP Units were issued with an exercise price of $0 under Ellington Financial’s 2017 Equity Incentive Plan, and following this transaction the reporting person beneficially owned 171,870 derivative securities.

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^*

Herlihy John

(Last) (First) (Middle)

53 FOREST AVENUE

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ellington Financial Inc. [ EFC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2025

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

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
OP LTIP Units(1)	(2)	12/17/2025		A		36,417		(2)	(2)	Common Units(2)	36,417	$0(2)	171,870(3)	D

Explanation of Responses:

1. Represents a separate non-voting class of limited liability company interests ("OP LTIP Units") of Ellington Financial Operating Partnership LLC (the "Operating Partnership"), the operating partnership subsidiary of Ellington Financial Inc. (the "Company").

2. 14,567 of the OP LTIP Units will vest on December 16, 2026 and the remaining 21,850 of the OP LTIP units will vest on December 16, 2027. The OP LTIP Units may be converted, upon lapse of the vesting restrictions described above, at the election of the holder, or at any time at the election of the Company, into limited liability company interests of the Operating Partnership designated as common units ("Common Units") on a one-for-one basis. Subject to certain conditions, the Common Units are redeemable by the holder for an equivalent number of shares of common stock of the Company, $0.001 par value per share ("Common Shares") or for the cash value of such Common Shares, at the Company's election. The OP LTIP Units were issued pursuant to, and are subject to the terms and conditions of, the Company's 2017 Equity Incentive Plan (the "2017 Plan").

3. 14,011 of the OP LTIP units will vest on December 12, 2026

Remarks:

	/s/ Alaael-Deen Shilleh, as attorney-in-fact for JR Herlihy	12/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What equity award did Ellington Financial (EFC) grant to its CFO?

The Chief Financial Officer of Ellington Financial Inc. received an award of 36,417 OP LTIP Units on December 17, 2025, as reported in a Form 4 filing.

How do the 36,417 OP LTIP Units granted by Ellington Financial (EFC) vest?

Of the 36,417 OP LTIP Units, 14,567 will vest on December 16, 2026 and the remaining 21,850 will vest on December 16, 2027, subject to the award’s terms.

What can Ellington Financial (EFC) OP LTIP Units be converted into after vesting?

After vesting, OP LTIP Units may be converted into common units of Ellington Financial Operating Partnership LLC on a one-for-one basis and, subject to certain conditions, those common units are redeemable for an equivalent number of Ellington Financial common shares or the cash value of those shares at the company’s election.

Under what plan were the OP LTIP Units granted by Ellington Financial (EFC)?

The OP LTIP Units were issued under Ellington Financial’s 2017 Equity Incentive Plan and are subject to the plan’s terms and conditions.

What was the exercise or conversion price of the Ellington Financial (EFC) OP LTIP Units?

The Form 4 states that the OP LTIP Units have a price of $0, meaning they were granted without a cash exercise price under the company’s equity incentive plan.

How many derivative securities does the Ellington Financial (EFC) CFO own after this award?

Following this transaction, the reporting person beneficially owned 171,870 derivative securities related to Ellington Financial.