Was the Annaly (NLY) CFO’s share sale part of a Rule 10b5-1 trading plan?

Yes. The sale of Annaly shares by CFO Serena Wolfe was executed pursuant to a Rule 10b5-1 trading plan adopted for tax and estate planning purposes. Such pre-arranged plans schedule trades in advance, reducing the significance of trade timing as a market signal.

CFO sells 16,537 Annaly (NYSE: NLY) shares under Rule 10b5-1 plan

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Annaly Capital Management’s Chief Financial Officer Serena Wolfe reported an open-market sale of 16,537 shares of common stock. The transaction occurred on May 4, 2026 at a weighted average price of $22.48 per share.

After this sale, Wolfe directly holds 200,964 shares of Annaly common stock, which includes dividend equivalent units that are economically equal to common shares. The sale was carried out under a pre-arranged Rule 10b5-1 trading plan adopted for tax and estate planning purposes.

Insider Trade Summary 10b5-1

Net Seller: 16,537 shares ($371,752)

Net Sell 1 txn

Insider Wolfe Serena

Role Chief Financial Officer

Sold 16,537 shs ($372K)

Type	Security	Shares	Price	Value
Sale	Common Stock	16,537	$22.48	$372K

Holdings After Transaction: Common Stock — 200,964 shares (Direct, null)

Footnotes (1)

The sale of shares of common stock reported in this Form 4 was effected pursuant to a Rule 10b5-1 plan adopted November 4, 2025 for tax and estate planning purposes. The price reported above reflects the weighted average purchase price, rounded to the nearest hundredth. The highest price at which the shares were purchased was $22.62 and the lowest price at which the shares were purchased was $22.35. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote in this Form 4. Dividend equivalent units ("DEUs") issued on restricted unit awards are included in the reporting person's common stock holding balance. Each DEU is the economic equivalent of one share of common stock of Annaly Capital Management, Inc. and payable in one share for each whole DEU.

Key Figures

Shares sold: 16,537 shares Weighted average sale price: $22.48 per share Post-transaction holdings: 200,964 shares +2 more

5 metrics

Shares sold 16,537 shares Open-market sale on May 4, 2026

Weighted average sale price $22.48 per share Common stock sale on May 4, 2026

Post-transaction holdings 200,964 shares Direct ownership after sale, including DEUs

Sale price range low $22.35 per share Lowest price within reported sale range

Sale price range high $22.62 per share Highest price within reported sale range

Key Terms

Rule 10b5-1 plan, weighted average purchase price, Dividend equivalent units ("DEUs"), economic equivalent

4 terms

Rule 10b5-1 plan regulatory

"effected pursuant to a Rule 10b5-1 plan adopted November 4, 2025 for tax and estate planning purposes"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

weighted average purchase price financial

"The price reported above reflects the weighted average purchase price, rounded to the nearest hundredth."

The weighted average purchase price is the average cost per share you paid across multiple buys, calculated so larger purchases count more than smaller ones. Imagine buying apples at different prices: the overall price you effectively paid depends on how many apples you bought at each price. Investors use it to measure true cost basis, calculate gains or losses, decide when to sell, and manage taxes and portfolio performance.

Dividend equivalent units ("DEUs") financial

"Dividend equivalent units ("DEUs") issued on restricted unit awards are included in the reporting person's common stock holding balance."

economic equivalent financial

"Each DEU is the economic equivalent of one share of common stock of Annaly Capital Management, Inc."

Form 4 Insider Transactions: What Each Field Means →

05/05/2026 - 04:06 PM

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).

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^*

Wolfe Serena

(Last)

(First)

(Middle)

C/O ANNALY CAPITAL MANAGEMENT, INC.

1211 AVENUE OF THE AMERICAS

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ANNALY CAPITAL MANAGEMENT INC [ NLY ]

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/04/2026		S		16,537⁽¹⁾	D	$22.48⁽²⁾	200,964⁽³⁾	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The sale of shares of common stock reported in this Form 4 was effected pursuant to a Rule 10b5-1 plan adopted November 4, 2025 for tax and estate planning purposes.

2. The price reported above reflects the weighted average purchase price, rounded to the nearest hundredth. The highest price at which the shares were purchased was $22.62 and the lowest price at which the shares were purchased was $22.35. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote in this Form 4.

3. Dividend equivalent units ("DEUs") issued on restricted unit awards are included in the reporting person's common stock holding balance. Each DEU is the economic equivalent of one share of common stock of Annaly Capital Management, Inc. and payable in one share for each whole DEU.

Remarks:

	/s/ Serena Wolfe	05/05/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Annaly Capital Management (NLY) report for Serena Wolfe?

Annaly Capital Management reported that CFO Serena Wolfe executed an open-market sale of 16,537 shares of common stock at a weighted average price of $22.48 per share on May 4, 2026, as disclosed in a Form 4 filing.

How many Annaly (NLY) shares does CFO Serena Wolfe hold after the reported sale?

Following the reported sale, CFO Serena Wolfe directly holds 200,964 shares of Annaly common stock. This figure includes dividend equivalent units, which are economically equivalent to common shares and are payable in stock on a one-for-one basis for each whole unit.

What price range applied to the Annaly (NLY) shares sold by the CFO?

The weighted average sale price reported was $22.48 per share. According to the filing, individual sale prices ranged from $22.35 to $22.62 per share, with the company offering to provide detailed breakdowns of share counts at each separate price level upon request.

What are dividend equivalent units (DEUs) mentioned in the Annaly (NLY) Form 4 filing?

Dividend equivalent units, or DEUs, are instruments tied to restricted unit awards that mirror common stock dividends. Each DEU is economically equivalent to one Annaly common share and is payable in one share for each whole DEU, and these units are included in Wolfe’s reported holding balance.