Two Harbors Investment Corp. filings document material-event reporting for an MSR-focused REIT that invests in mortgage servicing rights, residential mortgage-backed securities and other financial assets. The company’s recent 8-K disclosures cover operating and financial results, material agreements, shareholder voting matters, capital-structure information and governance matters.
The filing record frames the company’s public-company disclosures around its mortgage-related investment portfolio, REIT structure and financing profile. These documents record formal updates on reported results, governance actions and securities-related matters affecting the company’s capital structure.
TWO HARBORS INVESTMENT CORP. (TWO) director Spencer Abraham reported the disposition of 35,039 shares of common stock on 2026-08-25. The shares were transferred to the issuer at $12.00 per share when, under a merger agreement with CrossCountry Intermediate Holdco, LLC, each outstanding TWO share was cancelled and converted into the right to receive cash, leaving Abraham with 0 shares directly held.
Two Harbors Investment Corp. (TWO) completed its acquisition by CrossCountry Mortgage’s affiliate on August 25, 2026. CrossCountry Merger Corp. merged with and into TWO, with TWO surviving as a wholly owned, privately held subsidiary of CrossCountry Intermediate Holdco, LLC.
At the effective time, each share of TWO common stock was canceled and converted into the right to receive $12.00 in cash per share (the “Merger Consideration”). In addition, stockholders of record at the close of business on August 24, 2026 are entitled to a stub period dividend of $0.20326 per share, which will be paid together with, and will not reduce, the Merger Consideration.
All outstanding shares of TWO’s Series A, B and C preferred stock remain outstanding but are expected to be redeemed for $25.00 per share in cash plus accumulated and unpaid dividends, with aggregate preferred redemption consideration expected to be approximately $622.0 million. TWO will also offer to repurchase its $115.0 million of 9.375% Senior Notes due 2030 at 104% of principal, plus accrued interest, with expected aggregate consideration of about $120.0 million.
As a result of the merger, TWO’s common stock will be delisted from the New York Stock Exchange and deregistered under the Exchange Act, and former common stockholders will only have rights to receive the cash consideration and stub dividend.
TWO HARBORS INVESTMENT CORP. (TWO) is having its common stock removed from listing and/or registration on the New York Stock Exchange. The NYSE states it has complied with its own rules under 17 CFR 240.12d2-2(b), and the company has complied with the Exchange’s rules and 17 CFR 240.12d2-2(c) governing voluntary withdrawal of the common stock from listing and registration under Section 12(b) of the Securities Exchange Act of 1934.
Glazer Capital, LLC and Paul J. Glazer report beneficial ownership of Two Harbors Investment Corp. common stock on a Schedule 13G/A. They report beneficial ownership of 7,871,945 shares of common stock, representing 7.49% of the class, held through certain funds and managed accounts for which Glazer Capital serves as investment manager.
The reporting persons have shared voting and dispositive power over all 7,871,945 shares and no sole voting or dispositive power. Glazer Capital Enhanced Master Fund, Ltd. has the right to receive or direct the receipt of proceeds from the sale of more than 5% of the outstanding shares. The amendment corrects an earlier inadvertent error in the rule designation.
Glazer Capital, LLC and Paul J. Glazer report beneficial ownership of Two Harbors Investment Corp. common stock on a Schedule 13G. They report beneficial ownership of 7,871,945 shares of common stock, representing 7.49% of the class.
The reporting parties have shared voting and dispositive power over all 7,871,945 shares and no sole voting or dispositive power. The shares are held by certain funds and managed accounts for which Glazer Capital serves as investment manager, including Glazer Capital Enhanced Master Fund, Ltd., which has the right to receive or direct the receipt of proceeds from the sale of more than 5% of the outstanding common stock. The reporting persons state that the filing does not constitute an admission of beneficial ownership under Section 13.
Two Harbors Investment Corp. reports that it has received required state regulatory and agency approvals from all but one state for its previously announced merger with CrossCountry Intermediate Holdco, LLC (the CCM Merger). After the final state approval, it plans to issue a press release and close the merger the following business day.
Two Harbors will pay a stub period dividend to common shareholders in connection with the CCM Merger. A previously announced stub dividend of $0.12196 per share was based on an anticipated August 3, 2026 closing. Because closing will occur later, the stub dividend will instead be calculated by multiplying the most recent quarterly dividend of $0.34 per share by the number of days from the end of the second quarter of 2026 through the day before closing, and dividing by 92 days, the length of the third quarter of 2026. The stub dividend will be paid to holders of record at the close of business on the last trading day immediately before the effective time of the CCM Merger, concurrently with the merger consideration, and will not reduce or otherwise affect that merger consideration.
Two Harbors Investment Corp., an internally managed mortgage REIT focused on MSR and Agency RMBS, reported much improved results for the six months ended June 30, 2026, with net income of $94,529 thousand versus a loss of $338,096 thousand a year earlier. Net income attributable to common stockholders was $68,856 thousand, or $0.65 per basic share, compared with a loss of $364,521 thousand, or $3.51 per share. At June 30, 2026, total assets were $8,831,469 thousand and stockholders’ equity was $1,744,885 thousand.
The company has agreed to an all‑cash acquisition by CrossCountry Intermediate Holdco, LLC (CCM). Under the amended merger agreement, each common share will be converted at closing into $12.00 in cash; common stockholders approved the transaction on July 2, 2026, and closing is expected on August 3, 2026, subject to remaining conditions. The board declared a $0.12196 stub‑period dividend for the third quarter, payable only if the CCM merger is consummated. The existing preferred stock series will remain outstanding at closing and are expected to be redeemed for $25.00 per share plus accumulated and unpaid dividends after the effective time.
Two Harbors Investment Corp. reported results for the quarter ended June 30, 2026 and provided an update on its pending merger with CrossCountry Mortgage, LLC (CCM). Under the definitive merger agreement, as amended, CCM will acquire all outstanding Two Harbors common shares for $12.00 per share; holders of Series A, B and C preferred stock are expected to have their shares redeemed after closing at $25.00 per share plus accumulated and unpaid dividends. Common stockholders approved the merger on July 2, 2026, and closing is expected on August 3, 2026, subject to remaining conditions; a third‑quarter 2026 “stub period” dividend of $0.12196 per common share is subject to consummation of the merger.
For the quarter, net income attributable to common stockholders was $49.4 million, or $0.47 per basic share, with comprehensive income attributable to common stockholders of $47.9 million, or $0.45 per share, representing a 17.0% annualized return on average common equity. Earnings Available for Distribution were $29.6 million, or $0.28 per basic common share, with a 10.5% annualized return on average common equity. The company declared a second‑quarter common dividend of $0.34 per share and reported quarter‑end book value of $10.68 per common share, producing a 4.3% economic return on book value. As of June 30, 2026, the investment portfolio totaled $7.5 billion plus $3.8 billion of net long TBAs, and the debt‑to‑equity ratio was 3.8:1.0 (economic debt‑to‑equity 6.0:1.0).