EFC director awarded 9,198 time‑vested OP LTIP Units under 2017 Plan

Rhea-AI Filing Summary

Stephen J. Dannhauser, a director of Ellington Financial Inc. (EFC), was granted 9,198 non-voting OP LTIP Units on 09/10/2025. These units are forfeitable and vest subject to his continued board service until September 9, 2026. Upon vesting they may convert one-for-one into Common Units of the companys operating partnership, which, under certain conditions, are redeemable for an equivalent number of the companys common shares or the cash value of those shares at the company's election. The award was issued under the 2017 Equity Incentive Plan. Following the reported transaction, the filing shows 35,498 Common Units beneficially owned. The Form 4 was signed on behalf of Mr. Dannhauser on 10/02/2025.

Positive

• 9,198 OP LTIP Units granted to a director, aligning interests with shareholders
• Units are time‑vested until September 9, 2026, encouraging continued service
• OP LTIP Units convert one‑for‑one into Common Units, which are redeemable for common shares or cash
• Award issued under the companys 2017 Equity Incentive Plan

Negative

• None.

Insights

Corporate Governance Expert

Director received time‑based equity aligning pay with continued board service.

The grant of 9,198 OP LTIP Units is explicitly time‑vested until September 9, 2026, tying potential economic upside to continued board membership. These units convert one‑for‑one to Common Units and can ultimately be redeemed for common shares or cash, preserving alignment between the director and shareholders.

The award was issued under the 2017 Equity Incentive Plan, and the Form 4 reports 35,498 Common Units beneficially owned after the transaction. This filing documents compensation-related ownership changes rather than trading activity.

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).

1. Name and Address of Reporting Person^*

Dannhauser Stephen J

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

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)	09/10/2025		A		9,198		(2)	(2)	Common Units	9,198	$0(2)	35,498	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. The 9,198 OP LTIP Units remain forfeitable, subject to the reporting person's continued service as a member of the board of directors of the Company, until September 9, 2026. 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 (the "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").

Remarks:

	/s/ Alaael-Deen Shilleh, as attorney-in-fact for Stephen J. Dannhauser	10/02/2025
	** 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.

FAQ

What transaction did Stephen J. Dannhauser report on Form 4 for EFC?

He reported the acquisition of 9,198 OP LTIP Units on 09/10/2025 under the companys 2017 Equity Incentive Plan.

When do the OP LTIP Units vest?

The OP LTIP Units remain forfeitable and are subject to vesting based on continued board service until September 9, 2026.

How do OP LTIP Units convert into equity of EFC?

Upon lapse of vesting, OP LTIP Units may convert one‑for‑one into Common Units, which are redeemable for an equivalent number of the companys common shares or for cash at the companys election.

How many Common Units does Mr. Dannhauser beneficially own after the transaction?

The filing shows 35,498 Common Units beneficially owned following the reported transaction.

Under which plan were the OP LTIP Units issued?

The OP LTIP Units were issued pursuant to the 2017 Equity Incentive Plan.