Annaly Capital (NYSE: NLY) CEO sells 50,000 shares under Rule 10b5-1 plan

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Annaly Capital Management CEO David L. Finkelstein reported an open-market sale of 50,000 shares of common stock on April 27, 2026 at a weighted average price of $22.88 per share. The sale was made under a pre-arranged Rule 10b5-1 plan adopted on May 16, 2024 for tax and estate planning purposes. After this transaction, he directly holds 783,763 shares, which include dividend equivalent units issued on restricted unit awards. The disclosed price range for the trades was between $22.78 and $23.00 per share.

Insider Trade Summary 10b5-1

Net Seller: 50,000 shares ($1,144,000)

Net Sell 1 txn

Insider Finkelstein David L

Role CEO and Co-CIO

Sold 50,000 shs ($1.14M)

Type	Security	Shares	Price	Value
Sale	Common Stock	50,000	$22.88	$1.14M

Holdings After Transaction: Common Stock — 783,763 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 May 16, 2024 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 $23.00 and the lowest price at which the shares were purchased was $22.78. 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: 50,000 shares Average sale price: $22.88 per share Post-transaction holdings: 783,763 shares +3 more

6 metrics

Shares sold 50,000 shares Open-market sale on April 27, 2026

Average sale price $22.88 per share Weighted average sale price for the transaction

Post-transaction holdings 783,763 shares Common stock held directly after the sale

Sale price range $22.78–$23.00 per share Lowest and highest prices in reported trades

Transaction code S Open-market or private sale of non-derivative common stock

10b5-1 plan adoption date May 16, 2024 Plan used for tax and estate planning purposes

Key Terms

Rule 10b5-1 plan, dividend equivalent units, restricted unit awards, weighted average purchase price

4 terms

Rule 10b5-1 plan regulatory

"The sale of shares of common stock reported in this Form 4 was effected pursuant to a Rule 10b5-1 plan adopted May 16, 2024"

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.

dividend equivalent units financial

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

restricted unit awards financial

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

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.

Form 4 Insider Transactions: What Each Field Means →

04/30/2026 - 04:35 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^*

Finkelstein David L

(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)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO and Co-CIO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/27/2026

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	04/27/2026		S		50,000⁽¹⁾	D	$22.88⁽²⁾	783,763⁽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 May 16, 2024 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 $23.00 and the lowest price at which the shares were purchased was $22.78. 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, as Attorney-in-Fact for David L. Finkelstein	04/30/2026
	** 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 David L. Finkelstein?

Annaly Capital Management reported that CEO and Co-CIO David L. Finkelstein sold 50,000 shares of common stock in an open-market transaction at a weighted average price of $22.88 per share. This sale was disclosed in a Form 4 insider trading report.

At what prices did David L. Finkelstein sell Annaly Capital Management (NLY) shares?

David L. Finkelstein sold Annaly Capital Management common stock at a weighted average price of $22.88 per share. The sales occurred within a disclosed price range, with the highest price at $23.00 and the lowest at $22.78 during the reported transactions.

How many Annaly Capital Management (NLY) shares does David L. Finkelstein hold after the Form 4 sale?

Following the reported sale, David L. Finkelstein directly holds 783,763 shares of Annaly Capital Management common stock. This balance includes dividend equivalent units issued on restricted unit awards, each economically equivalent to one share and payable in one share for each whole unit.

Was the Annaly Capital Management (NLY) insider sale by David L. Finkelstein pre-planned?

Yes. The Form 4 states that David L. Finkelstein’s sale of Annaly Capital Management common stock was effected under a Rule 10b5-1 trading plan. This plan was adopted on May 16, 2024 specifically for tax and estate planning purposes, indicating a pre-arranged framework.

What is the significance of dividend equivalent units in David L. Finkelstein’s Annaly (NLY) holdings?

Dividend equivalent units, or DEUs, are included in David L. Finkelstein’s reported common stock holdings. Each DEU is economically equal to one share of Annaly Capital Management common stock and is payable in one share for each whole DEU, increasing his total reported share balance.

How does the Form 4 describe pricing details for the Annaly (NLY) insider sale?

The Form 4 notes that the reported transaction price reflects a weighted average purchase price, rounded to the nearest hundredth. It further discloses that the highest trade price was $23.00 per share and the lowest trade price was $22.78 per share in the reported range.