Mfa Financial SEC Filings

MFA Financial, Inc. furnished its quarterly results materials, announcing financial results for the quarter ended September 30, 2025. The company provided a press release and additional information as Exhibits 99.1 and 99.2 to its Form 8-K dated November 6, 2025.

The materials are being furnished, not filed, under the Securities Exchange Act, which limits their use for liability purposes. The company noted that the release includes forward-looking statements that are subject to risks and uncertainties described in its SEC filings.

MFA Financial, Inc. announced a temporary trading blackout tied to its 401(k) Savings Plan. The blackout will begin at 4:00 p.m. Eastern Time on December 1, 2025 and is expected to end after the close of business on December 5, 2025. It relates to removing the company’s Common Stock and 7.50% Series B Cumulative Redeemable Preferred Stock as plan investment options and liquidating any plan-held shares during the blackout.

During this period, plan participants cannot transact in these securities within their plan accounts or direct/diversify assets invested in them at the start of the blackout. Under Regulation BTR, directors and executive officers (and immediate family members sharing their residence) are prohibited from purchases, sales, transfers, or related derivative transactions in these securities while the blackout is in effect, subject to limited exclusions and exemptions.

Mei Lin, Sr. VP & Co-Controller of MFA Financial, Inc. (MFAO) reported a sale of 2,775 shares of MFA common stock on 09/15/2025 at a reported price of $10.10 per share. After the transaction she beneficially owned 10,778 shares in a direct capacity. The Form 4 is signed and dated 09/16/2025 and discloses a routine officer sale.

MFA Financial, Inc. disclosed material corporate actions including stock distribution agreements with a syndicate of underwriters, supplemental amendments to its articles of incorporation that introduce additional share terms, and legal opinions confirming the legality of both common and preferred shares. The filing lists a primary distribution agreement with several major broker-dealers and a separate distribution agreement with two placement agents. The company also furnished consents from its counsel and included an Inline XBRL cover page. These actions enable the company to offer shares under the newly supplemented charter provisions and provide underwriter support for an equity distribution program.

MFA Financial, Inc. is offering up to $100,000,000 of preferred stock through an “at the market” distribution agreement with BTIG and JonesTrading. The offering includes 7.50% Series B cumulative redeemable preferred stock and 6.50% Series C fixed-to-floating rate cumulative redeemable preferred stock, which will be fungible with existing series and carry the same CUSIPs. As of the supplement date there are 8,000,000 Series B and 11,000,000 Series C shares outstanding; last reported NYSE sale prices on August 14, 2025 were $21.67 (Series B) and $24.44 (Series C).

The company reported total assets of approximately $11.7 billion at June 30, 2025 with about $8.8 billion (76%) in residential whole loans and approximately $1.8 billion (16%) in securities. Proceeds will fund general corporate purposes, including additional mortgage-related investments, share repurchases and potential debt repayment. The Series C dividend is linked to Three-Month CME Term SOFR plus spreads; neither series has a credit rating. The preferred stock ranks junior to indebtedness; at June 30, 2025 approximately $9.9 billion of liabilities ranked senior to the preferred stock.

MFA Financial, Inc. has established an "at the market" distribution program to sell up to $300,000,000 of common stock through a syndicate of major broker-dealers. The company may sell shares from time to time at prevailing market or negotiated prices, and sales agents will receive 1.0% of the gross sales price as compensation. MFA's common stock trades on the NYSE under MFA and last reported sale price was $9.72 on August 14, 2025. The prospectus supplement reiterates MFA's business focus on leveraged investments in residential mortgage assets and discloses June 30, 2025 total assets of approximately $11.7 billion, including ~$8.8 billion (76%) in residential whole loans and ~$1.8 billion (16%) in securities.

MFA Financial, Inc. is a specialty finance REIT that invests in and finances residential mortgage assets, including whole loans, mortgage-backed securities and related investments. At June 30, 2025, the company reported approximately $11.7 billion of total assets, of which about $8.8 billion (75%) were residential whole loans and about $1.8 billion (15%) were investments in securities such as Agency MBS, CRT securities and Non-Agency MBS. The company operates an originations and servicing platform through its wholly owned subsidiary, Lima One, which focuses on business purpose loans for real estate investors. MFA has elected REIT status and maintains charter ownership restrictions to preserve that qualification. This prospectus registers a shelf of equity, preferred, depositary shares, warrants, debt, rights and units for future offerings.

Form 8-K filed by MFA Financial, Inc. dated August 6, 2025. The filing states MFA furnished a press release (Exhibit 99.1) announcing financial results for the quarter ended June 30, 2025, and additional information relating to those results (Exhibit 99.2).

The filing expressly notes the exhibits are being "furnished" not "filed" for purposes of Exchange Act Section 18 and will not be incorporated by reference into registration statements except as expressly stated. The press release contains forward-looking statements subject to risks and qualifications referenced in MFA's SEC filings.

Signed: Harold E. Schwartz, Senior Vice President and General Counsel, dated August 6, 2025.