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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): September 25, 2023
  ivrwordmarkmainimage16.jpg
Invesco Mortgage Capital Inc.

(Exact name of registrant as specified in its charter)
Maryland001-3438526-2749336
(State or other jurisdiction
of incorporation)		(Commission File Number)(IRS Employer
Identification No.)
1331 Spring Street N.W., Suite 2500
Atlanta,Georgia30309
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (404) 892-0896
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 SymbolName of Each Exchange on Which Registered
Common Stock, par value $0.01 per shareIVRNew York Stock Exchange
7.75% Fixed-to-Floating Series B Cumulative Redeemable Preferred Stock IVR PrBNew York Stock Exchange
7.50% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock IVR PrCNew 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 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 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 25, 2023, Mr. Gregory G. McGreevey notified the Board of Directors (“Board”) of the registrant that he will retire from the Board as an executive director effective as of September 26, 2023.
On September 26, 2023, the Board appointed Ms. Carolyn Gibbs to serve as a director effective as of that date. Ms. Gibbs, age 62, has served as the Global Head of Investments Engagement and Services for Invesco since March 2023, with areas of responsibility including ESG, Global Thought Leadership and the Global Investors’ Forum, an initiative for Invesco’s multiple investment teams. She is a member of Invesco’s Investments Executive Leadership team and a member of the Americas Executive Leadership team. Ms. Gibbs previously served as Head of Investments Engagement from 2017 to February 2023. Ms. Gibbs joined Invesco in 1992 as a fixed income analyst and has served in fixed income portfolio management and leadership roles during her tenure. She earned a BA degree in English, magna cum laude, from Texas Christian University, and an MBA in finance from the Wharton School of the University of Pennsylvania. Ms. Gibbs is a Chartered Financial Analyst.
Ms. Gibbs is deemed an executive director since she is also an employee of our manager or one of its affiliates. Executive directors do not receive compensation for serving on our Board and do not serve on any of the standing committees of the Board.


Item 8.01
Other Events.

On September 26, 2023, Invesco Mortgage Capital Inc. issued a press release announcing that its Board of Directors declared a cash dividend of $0.40 per share of common stock for the third quarter of 2023. A copy of that press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.


Item 9.01Financial Statements and Exhibits.
 
(d)Exhibits.
 
Exhibit No.
Description
99.1
104Cover 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.

 
Invesco Mortgage Capital Inc.

By: /s/ Tina Carew
Tina Carew
Vice President, General Counsel and Secretary


Date: September 26, 2023
 


Exhibit 99.1
ivrwordmarkmainimage16.jpg

Invesco Mortgage Capital Inc. Announces Quarterly Common Dividend

Investor Relations Contact: Greg Seals, 404-439-3323

Atlanta - September 26, 2023 -- Invesco Mortgage Capital Inc. (the “Company”) (NYSE: IVR) today announced that its Board of Directors declared a cash dividend of $0.40 per share of common stock for the third quarter of 2023. The dividend will be paid on October 27, 2023 to stockholders of record on October 9, 2023, with an ex-dividend date of October 5, 2023.


About Invesco Mortgage Capital Inc.

Invesco Mortgage Capital Inc. is a real estate investment trust that primarily focuses on investing in, financing and managing mortgage-backed securities and other mortgage-related assets. Invesco Mortgage Capital Inc. is externally managed and advised by Invesco Advisers, Inc., a subsidiary of Invesco Ltd. (NYSE: IVZ), a leading independent global investment management firm. Additional information is available at www.invescomortgagecapital.com.


Cautionary Notice Regarding Forward-Looking Statements

This press release may include statements and information that constitute "forward-looking statements" within the meaning of the U.S. securities laws as defined in the Private Securities Litigation Reform Act of 1995, as amended, and such statements are intended to be covered by the safe harbor provided by the same. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Company's control. These forward-looking statements include those related to our intention and ability to pay dividends, as well as any other statements other than statements of historical fact. The words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “continue,” “intend,” “should,” “may,” or similar expressions and future or conditional verbs such as “will,” “may,” “could,” “should,” and “would,” and any other statement that necessarily depends on future events, are intended to identify forward-looking statements.

Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible to predict those events or how they may affect the Company. Except as required by law, the Company is not obligated to, and does not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

v3.23.3
Cover
Sep. 25, 2023
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Sep. 25, 2023
Entity Registrant Name Invesco Mortgage Capital Inc.
Entity Incorporation, State or Country Code MD
Entity File Number 001-34385
Entity Tax Identification Number 26-2749336
Entity Address, Address Line One 1331 Spring Street N.W., Suite 2500
Entity Address, City or Town Atlanta,
Entity Address, State or Province GA
Entity Address, Postal Zip Code 30309
City Area Code 404
Local Phone Number 892-0896
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 0001437071
Amendment Flag false
Common Stock, par value $0.01 per share  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol IVR
Security Exchange Name NYSE
7.75% Fixed-to-Floating Series B Cumulative Redeemable Preferred Stock  
Entity Information [Line Items]  
Title of 12(b) Security 7.75% Fixed-to-Floating Series B Cumulative Redeemable Preferred Stock
Trading Symbol IVR PrB
Security Exchange Name NYSE
7.50% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock  
Entity Information [Line Items]  
Title of 12(b) Security 7.50% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock
Trading Symbol IVR PrC
Security Exchange Name NYSE
Invesco Mortgage Capital (NYSE:IVR-C)
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