Annaly director granted 8,641 deferred stock units

Annaly Capital Management director Thomas Edward Hamilton received a new equity award in the form of deferred stock units.

Rhea-AI Filing Summary

Annaly Capital Management director Thomas Edward Hamilton received a new equity award in the form of deferred stock units. On June 10, 2026, he was granted 8,641 Deferred Stock Units (DSUs), each tied to one share of common stock.

After this grant, Hamilton holds 53,884 DSUs in total and also holds 32,500 shares of common stock directly. An additional 82,500 common shares are held indirectly through Cure FA Foundation, Inc. The DSUs generally convert into common stock on a one-for-one basis, with settlement deferred until after his service ends.

Insider Trade Summary

Grant/Award: 8,641 shares

Grant/Award 3 txns

Insider Hamilton Thomas Edward

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Stock Units	8,641	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Deferred Stock Units — 53,884 contracts (Direct); Common Stock — 32,500 shares (Direct); Common Stock — 82,500 shares (Indirect, Cure FA Foundation, Inc.)

Footnotes (2)

1. F1. The Deferred Stock Units ("DSUs") convert to shares of Common Stock on a one-for-one basis one year after the date of grant unless the director elects to defer the settlement of the DSUs until after a termination of service pursuant to the Annaly Capital Management, Inc. 2020 Equity Incentive Plan. The reporting person has elected such deferred settlement for all DSUs reported above.
2. F2. Reflects the aggregate amount of DSUs granted during the tenure of the respective director net of any conversions.

Key Figures

DSUs granted: 8,641 units Total DSUs after grant: 53,884 units Indirect common shares: 82,500 shares +1 more

4 metrics

DSUs granted 8,641 units Deferred Stock Units granted on June 10, 2026

Total DSUs after grant 53,884 units Aggregate Deferred Stock Units during director tenure

Indirect common shares 82,500 shares Common Stock held indirectly through Cure FA Foundation, Inc.

Direct common shares 32,500 shares Common Stock held directly by Thomas Edward Hamilton

Key Terms

Deferred Stock Units, Annaly Capital Management, Inc. 2020 Equity Incentive Plan, termination of service, indirect ownership

4 terms

Deferred Stock Units financial

"The Deferred Stock Units ("DSUs") convert to shares of Common Stock on a one-for-one basis"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

Annaly Capital Management, Inc. 2020 Equity Incentive Plan financial

"pursuant to the Annaly Capital Management, Inc. 2020 Equity Incentive Plan"

termination of service financial

"defer the settlement of the DSUs until after a termination of service"

indirect ownership financial

"direct_or_indirect": "I", "nature_of_ownership": "Cure FA Foundation, Inc.""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Annaly Capital Management (NLY) report for Thomas Edward Hamilton?

Annaly Capital Management reported that director Thomas Edward Hamilton received a grant of 8,641 Deferred Stock Units on June 10, 2026. This is a stock-based compensation award rather than an open-market purchase or sale of existing Annaly common shares.

How many deferred stock units does Annaly director Hamilton hold after this Form 4?

Following the June 10, 2026 grant, Thomas Edward Hamilton holds a total of 53,884 Deferred Stock Units. This figure reflects the aggregate DSUs granted during his tenure as a director, net of any prior conversions into Annaly Capital Management common stock.

How many Annaly Capital Management (NLY) common shares does Hamilton own directly and indirectly?

After the reported transactions, Thomas Edward Hamilton directly holds 32,500 Annaly common shares. An additional 82,500 Annaly common shares are reported as held indirectly through Cure FA Foundation, Inc., reflecting a separate ownership line in the Form 4 filing.

What are Deferred Stock Units (DSUs) in the Annaly Capital Management 2020 Equity Incentive Plan?

Annaly’s Deferred Stock Units are awards that convert into common stock on a one-for-one basis. Under the 2020 Equity Incentive Plan, DSUs typically convert one year after grant unless the director elects to defer settlement until after their service with Annaly ends.

When will Hamilton’s newly granted Annaly DSUs be settled into common stock?

The DSUs generally convert into common stock one year after the grant date, but Hamilton has elected to defer settlement until after a termination of service. This means the 8,641 DSUs granted will settle into Annaly shares only after his board service ends.

Is Hamilton’s 8,641-unit DSU award an open-market trade in Annaly (NLY) stock?

No. The 8,641-unit award is a grant of Deferred Stock Units under Annaly’s 2020 Equity Incentive Plan. It is a compensation-related acquisition, not an open-market purchase or sale of Annaly common stock on an exchange.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/12/2026 - 04:04 PM EDT Learn about SEC filing dates

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^*

Hamilton Thomas Edward

(Last) (First) (Middle)

C/O ANNALY CAPITAL MANAGEMENT, INC.

1211 AVENUE OF THE AMERICAS

(Street)

NEW YORK 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								32,500	D
Common Stock								82,500	I	Cure FA Foundation, Inc.

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
Deferred Stock Units	(1)	06/10/2026		A		8,641		(1)	(1)	Common Stock	8,641	$0	53,884(2)	D

Explanation of Responses:

1. The Deferred Stock Units ("DSUs") convert to shares of Common Stock on a one-for-one basis one year after the date of grant unless the director elects to defer the settlement of the DSUs until after a termination of service pursuant to the Annaly Capital Management, Inc. 2020 Equity Incentive Plan. The reporting person has elected such deferred settlement for all DSUs reported above.

2. Reflects the aggregate amount of DSUs granted during the tenure of the respective director net of any conversions.

Remarks:

	/s/ Audrey K. Susanin, as Attorney-in-Fact for Thomas Edward Hamilton	06/12/2026
	** 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)