0001428205false00014282052023-10-022023-10-020001428205arr:PreferredClassCMember2023-10-022023-10-020001428205us-gaap:CommonStockMember2023-10-022023-10-02

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________
FORM 8-K
______________
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) October 2, 2023

ARMOUR Residential REIT, Inc.
(Exact Name of Registrant as Specified in Its Charter)

Maryland001-3476626-1908763
(State or Other Jurisdiction
of Incorporation)		(Commission File Number)(I.R.S. Employer Identification No.)
3001 Ocean Drive, Suite 201 
Vero Beach,Florida32963
(Address of Principal Executive Offices) (Zip Code)

(772) 617-4340
(Registrant’s Telephone Number, Including Area Code)

n/a
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading symbolsName of Exchange on which registered
Preferred Stock, 7.00% Series C Cumulative RedeemableARR-PRCNew York Stock Exchange
Common Stock, $0.001 par valueARRNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).        

Emerging growth company ☐

If an emerging growth company, indicate by a check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐



Item 8.01.Other Events.
 
    On October 2, 2023, ARMOUR Residential REIT, Inc. (“ARMOUR”) confirmed that a monthly cash dividend rate of $0.40 per share, reflecting the previously announced one-for-five reverse stock split that was effective on September 29, 2023, will be payable to holders of ARMOUR common stock for each of the three months in the fourth quarter of 2023 as set forth below:
 
Holder of Record DatePayment Date
October 16, 2023October 30, 2023
November 15, 2023November 29, 2023
December 15, 2023December 28, 2023

    Additionally, ARMOUR confirmed on October 2, 2023, that a monthly cash dividend rate of $0.14583 per share will be payable to holders of ARMOUR Series C Preferred Stock for each of the three months in the fourth quarter of 2023 as set forth below:

Holder of Record DatePayment Date
  
October 15, 2023October 27, 2023
November 15, 2023November 27, 2023
December 15, 2023December 27, 2023


A copy of ARMOUR's press release announcing the dividend is attached hereto as Exhibit 99.1 and incorporated herein by this reference.
 
Item 9.01.Financial Statements and Exhibits.
 
(d) Exhibits
Exhibit No.Description
    
99.1 
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 2, 2023

  ARMOUR RESIDENTIAL REIT, INC.
        
  By:/s/ Gordon M. Harper  
  Name:Gordon M. Harper  
  Title:VP Finance, Controller and Treasurer  




image0b03a.jpg

ARMOUR RESIDENTIAL REIT, INC. CONFIRMS Q4 2023
COMMON SHARE AND SERIES C PREFERRED SHARE DIVIDENDS


VERO BEACH, Florida – October 2, 2023 – ARMOUR Residential REIT, Inc. (NYSE: ARR and ARR-PRC) (“ARMOUR” or the “Company”) today confirmed the monthly cash dividend rates for the Company's Common Stock, reflecting the previously announced one-for-five reverse stock split. The Company also today confirmed the monthly cash dividends for its Series C Preferred Stock for Q4 2023, which are unaffected by the reverse stock split.
Q4 2023 Common Stock Dividend Information
MonthDividendHolder of Record DatePayment Date
October 2023$0.40October 16, 2023October 30, 2023
November 2023$0.40November 15, 2023November 29, 2023
December 2023$0.40December 15, 2023December 28, 2023
Q4 2023 Series C Preferred Stock Dividend Information
MonthDividendHolder of Record DatePayment Date
October 2023$0.14583October 15, 2023October 27, 2023
November 2023$0.14583November 15, 2023November 27, 2023
December 2023$0.14583December 15, 2023December 27, 2023
Certain Tax Matters
ARMOUR has elected to be taxed as a real estate investment trust (“REIT”) for U.S. Federal income tax purposes. In order to maintain this tax status, ARMOUR is required to timely distribute substantially all of its ordinary REIT taxable income. Dividends paid in excess of current tax earnings and profits for the year will generally not be taxable to common stockholders. Actual dividends are determined at the discretion of the Company’s Board of Directors, who may consider additional factors including the Company’s results of operations, cash flows, financial condition and capital requirements as well as current market conditions, expected opportunities and other relevant factors.
About ARMOUR Residential REIT, Inc.
ARMOUR invests primarily in fixed rate residential, adjustable rate and hybrid adjustable rate residential mortgage-backed securities issued or guaranteed by U.S. government-sponsored enterprises or guaranteed by the Government National Mortgage Association. ARMOUR is externally managed and advised by ARMOUR Capital Management LP, an investment advisor registered with the Securities and Exchange Commission (“SEC”).
Safe Harbor
This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Actual results may differ from expectations, estimates and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking
-MORE-


ARMOUR Confirms Q4 2023 Common and Series C Preferred Dividends
Page 2
October 2, 2023
statements. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. The Company disclaims any obligation to release publicly any updates or revisions to any forward-looking statement to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, except as required by law.
Additional Information and Where to Find It
Investors, security holders and other interested persons may find additional information regarding the Company at the SEC’s internet site at www.sec.gov, or the Company website at www.armourreit.com, or by directing requests to: ARMOUR Residential REIT, Inc., 3001 Ocean Drive, Suite 201, Vero Beach, Florida 32963, Attention: Investor Relations.
Investor Contact:    
James R. Mountain
Chief Financial Officer
ARMOUR Residential REIT, Inc.
(772) 617-4340

- END -
v3.23.3
Cover Document
Oct. 02, 2023
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Oct. 02, 2023
Entity Registrant Name ARMOUR Residential REIT, Inc.
Entity Incorporation, State or Country Code MD
Entity File Number 001-34766
Entity Tax Identification Number 26-1908763
Entity Address, Address Line One 3001 Ocean Drive, Suite 201
Entity Address, City or Town Vero Beach,
Entity Address, State or Province FL
Entity Address, Postal Zip Code 32963
City Area Code 772
Local Phone Number 617-4340
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001428205
Amendment Flag false
Preferred Class C [Member]  
Document Information [Line Items]  
Title of 12(b) Security Preferred Stock, 7.00% Series C Cumulative Redeemable
Trading Symbol ARR-PRC
Security Exchange Name NYSE
Common Stock  
Document Information [Line Items]  
Title of 12(b) Security Common Stock, $0.001 par value
Trading Symbol ARR
Security Exchange Name NYSE
ARMOUR Residential REIT (NYSE:ARR-C)
Historical Stock Chart
Von Apr 2024 bis Mai 2024 Click Here for more ARMOUR Residential REIT Charts.
ARMOUR Residential REIT (NYSE:ARR-C)
Historical Stock Chart
Von Mai 2023 bis Mai 2024 Click Here for more ARMOUR Residential REIT Charts.