Two Harbors (TWO) EVP Nathan Boucher logs Rule 10b5-1 tax-related stock sales

Rhea-AI Filing Summary

Two Harbors Investment Corp. executive reports small share sales to cover taxes. EVP and General Counsel RoundPoint Nathan Boucher reported selling 601 shares of Two Harbors common stock on January 9, 2026 at $12.37 per share and 666 shares on January 12, 2026 at $12.25 per share. These transactions were made to satisfy income tax liabilities arising from the vesting of previously granted restricted stock units and were carried out under pre-established trading instructions pursuant to Rule 10b5-1. Following these sales, Boucher directly beneficially owns 27,249 shares of Two Harbors common stock.

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
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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^*

BOUCHER NATHAN

(Last) (First) (Middle)

TWO HARBORS INVESTMENT CORP.

1601 UTICA AVENUE SOUTH, SUITE 900

(Street)

ST. LOUIS PARK MN 55416

(City) (State) (Zip)

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

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP General Counsel RoundPoint

3. Date of Earliest Transaction (Month/Day/Year)
01/09/2026

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

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

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

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	01/09/2026		S(1)		601	D	$12.37	27,915	D
Common stock, par value $0.01 per share	01/12/2026		S(1)		666	D	$12.25	27,249	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 previously granted to the reporting person. The sale reported on this Form 4 was effected pursuant to trading instructions given by the reporting person on February 7, 2024 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.

Remarks:

	/s/ Nathan Boucher	01/12/2026
	** 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.

FAQ

What insider transaction did TWO EVP Nathan Boucher report?

EVP and General Counsel RoundPoint Nathan Boucher reported selling Two Harbors common stock in two transactions totaling 1,267 shares, as disclosed in a Form 4 filing.

How many Two Harbors (TWO) shares did Nathan Boucher sell and at what prices?

Boucher sold 601 shares on January 9, 2026 at $12.37 per share and 666 shares on January 12, 2026 at $12.25 per share.

Why did Nathan Boucher sell shares of Two Harbors Investment Corp. (TWO)?

The filing states that Boucher sold the shares to satisfy income tax liabilities incurred from the vesting of restricted stock units previously granted to him.

Were the TWO share sales by Nathan Boucher made under a Rule 10b5-1 plan?

Yes. The Form 4 explains that the sale was effected under trading instructions given on February 7, 2024 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.

How many Two Harbors (TWO) shares does Nathan Boucher own after these transactions?

After the reported sales, Boucher beneficially owns 27,249 shares of Two Harbors common stock directly.

Does the Form 4 indicate indirect ownership or ownership through another entity?

No. The transactions are reported as direct (D) ownership, with no nature of indirect beneficial ownership specified in the filing.