Two Harbors Investment (NYSE: TWO) director sells shares to cover taxes

Rhea-AI Filing Summary

Two Harbors Investment Corp. director Stephen G. Kasnet reported an open-market sale of 7,034 shares of common stock at $12.57 per share. According to the footnote, the sale was made to cover income tax liabilities triggered by the vesting of restricted stock units and was executed under a pre-arranged Rule 10b5-1 trading plan. After this transaction, he directly holds 95,993 shares of common stock and 10,000 shares of Series A Preferred Stock.

Insider Trade Summary 10b5-1

Net Seller: 7,034 shares ($88,417)

Net Sell 2 txns

Insider KASNET STEPHEN G

Role null

Sold 7,034 shs ($88K)

Type	Security	Shares	Price	Value
Sale	Common stock, par value $0.01 per share	7,034	$12.57	$88K
holding	Series A Preferred Stock, par value $0.01 per share	--	--	--

Holdings After Transaction: Common stock, par value $0.01 per share — 95,993 shares (Direct, null); Series A Preferred Stock, par value $0.01 per share — 10,000 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares sold: 7,034 shares Sale price: $12.57 per share Common shares held after: 95,993 shares +2 more

5 metrics

Shares sold 7,034 shares Open-market sale of common stock

Sale price $12.57 per share Price for the 7,034 common shares sold

Common shares held after 95,993 shares Direct common stock holdings post-transaction

Preferred shares held 10,000 shares Series A Preferred Stock holding entry

Net buy/sell direction Net sell of 7,034 shares Transaction summary for this Form 4

Key Terms

Rule 10b5-1, restricted stock units, open-market sale, Series A Preferred Stock

4 terms

Rule 10b5-1 regulatory

"trading instructions given by the reporting person on August 10, 2023 in accordance with Rule 10b5-1"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

restricted stock units financial

"income tax liabilities incurred as a result of the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Series A Preferred Stock financial

"Series A Preferred Stock, par value $0.01 per share"

Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.

Form 4 Insider Transactions: What Each Field Means →

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).

X

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^*

KASNET STEPHEN G

(Last) (First) (Middle)

TWO HARBORS INVESTMENT CORP.

1601 UTICA AVENUE SOUTH, SUITE 900

(Street)

ST. LOUIS PARK MINNESOTA 55416

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TWO HARBORS INVESTMENT CORP. [ TWO ]

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)
05/15/2026

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, par value $0.01 per share	05/15/2026		S(1)		7,034	D	$12.57	95,993	D
Series A Preferred Stock, par value $0.01 per share								10,000	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting person sold the shares to satisfy income tax liabilities incurred as a result of the vesting of restricted stock units. The sale reported on this Form 4 was effected pursuant to trading instructions given by the reporting person on August 10, 2023 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.

Remarks:

	/s/ Stephen G. Kasnet, By: Rebecca B. Sandberg, Attorney-in-Fact	05/15/2026
	** 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)

FAQ

What insider transaction did TWO Harbors director Stephen Kasnet report?

Stephen G. Kasnet reported selling 7,034 shares of Two Harbors common stock. The shares were sold in an open-market transaction at $12.57 per share to address tax obligations from restricted stock unit vesting.

Why did the TWO Harbors director sell 7,034 shares of common stock?

The director sold 7,034 shares to satisfy income tax liabilities from vesting restricted stock units. The filing states the transaction followed trading instructions given on August 10, 2023 under a Rule 10b5-1 trading plan.

Was the TWO Harbors insider sale made under a Rule 10b5-1 plan?

Yes, the sale was executed pursuant to instructions under a Rule 10b5-1 trading plan. The instructions were provided on August 10, 2023, indicating the transaction was pre-planned rather than an opportunistic market-timing decision.

How many TWO Harbors common shares does the director hold after the sale?

After selling 7,034 shares, the director directly holds 95,993 shares of Two Harbors common stock. This post-transaction balance reflects his remaining equity position reported in the filing following the open-market sale.

What preferred stock holdings does the TWO Harbors director report?

The director reports holding 10,000 shares of Two Harbors Series A Preferred Stock. This preferred position is listed as a holding entry in the Form 4 and is separate from his common stock ownership.