Amended Statement of Ownership (sc 13g/a)
11 Februar 2022 - 10:32PM
Edgar (US Regulatory)
|
UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington,
D.C. 20549
|
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
AG Mortgage
Investment Trust, Inc.
|
(Name of Issuer)
Common Stock,
par value $0.01 per share
|
(Title of Class of Securities)
(CUSIP Number)
(Date of Event which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this
Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided in a
prior cover page.
The
information required in the remainder of this cover page shall not
be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
|
1
|
NAMES OF REPORTING
PERSONS
|
|
|
|
|
|
|
|
|
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a)☐
|
|
|
|
(b)☒
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING
POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING
POWER
|
|
|
|
0
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
|
|
|
10
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
0%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
|
|
|
|
IA
|
|
|
|
|
|
|
1
|
NAMES OF REPORTING
PERSONS
|
|
|
|
|
|
|
|
|
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a)☐
|
|
|
|
(b)☒
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING
POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING
POWER
|
|
|
|
0
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
|
|
|
10
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
0%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
|
|
|
|
IN
|
|
|
|
|
|
|
1
|
NAMES OF REPORTING
PERSONS
|
|
|
EJF Debt Opportunities Master
Fund, L.P.
|
|
|
|
|
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a)☐
|
|
|
|
(b)☒
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING
POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING
POWER
|
|
|
|
0
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
|
|
|
10
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
0%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
|
|
|
|
PN
|
|
|
|
|
|
|
1
|
NAMES OF REPORTING
PERSONS
|
|
|
EJF Debt Opportunities GP,
LLC
|
|
|
|
|
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
|
|
(a)☐
|
|
|
|
(b)☒
|
|
|
|
3
|
SEC USE ONLY
|
|
|
|
|
|
|
|
|
|
|
4
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
|
|
|
|
|
|
|
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING
POWER
|
|
|
|
0
|
|
|
|
|
|
|
6
|
SHARED VOTING
POWER
|
|
|
|
0
|
|
|
|
|
|
|
7
|
SOLE DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
8
|
SHARED DISPOSITIVE
POWER
|
|
|
|
0
|
|
|
|
|
|
|
9
|
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
|
|
|
10
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
|
|
☐
|
|
|
|
|
|
|
11
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
0%
|
|
|
|
|
|
|
12
|
TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
|
|
|
|
OO
|
|
|
|
|
|
|
Item 1. (a)
|
Name of Issuer
|
| |
|
|
|
AG Mortgage Investment Trust, Inc.
|
| |
|
|
|
Item 1. (b)
|
Address of Issuer’s Principal
Executive Offices
|
| |
|
|
|
245 Park Avenue, 26th
Floor
New York, New York
10167
|
| |
|
|
|
Item 2. (a)
|
Name of Person Filing
|
| |
|
|
|
This Amendment No. 1 to Schedule 13G is being filed on behalf
of the following persons (the “Reporting Persons”)*:
|
| |
|
|
|
(i) EJF Capital LLC;
(ii) Emanuel J. Friedman;
(iii) EJF Debt Opportunities Master Fund, L.P.;
and
(iv) EJF Debt Opportunities GP, LLC
|
| |
|
|
|
*Attached as Exhibit A is a copy of an agreement among the
Reporting Persons that this Amendment No. 1 to Schedule 13G is
being filed on behalf of each of them.
|
| |
|
|
|
Item 2. (b)
|
Address of Principal Business
Office or, if None, Residence
|
| |
|
|
|
The address of the principal business office of each Reporting
Person is:
|
| |
|
|
|
2107 Wilson Boulevard
Suite 410
Arlington, VA 22201
|
| |
|
|
|
Item 2. (c)
|
Citizenship
|
| |
|
|
|
See Item 4 of the attached cover pages.
|
| |
|
Item 2. (d)
|
Title of Class of Securities
|
| |
|
|
|
Common Stock, par value $0.01 per share (“Common Stock”)
|
| |
|
|
|
Item 2. (e)
|
CUSIP Number
|
| |
|
|
|
001228105
|
| |
|
|
|
Item 3.
|
If This Statement is Filed Pursuant
to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person
Filing is a:
|
| |
|
|
|
Not Applicable.
|
| |
|
|
|
Item 4.
|
Ownership
|
| |
|
|
|
(a)
|
Amount beneficially owned:
|
| |
|
|
| |
See Item 9 of the attached cover pages.
|
| |
|
|
|
(b)
|
Percent of class:
|
| |
|
|
| |
See Item 11 of the attached cover pages.
|
| |
|
|
|
(c)
|
Number of shares as to which such person has:
|
| |
|
|
| |
(i)
|
Sole power to vote or to direct the vote:
|
| |
|
|
| |
|
See Item 5 of the attached cover pages.
|
| |
|
|
| |
(ii)
|
Shared power to vote or to direct the vote:
|
| |
|
|
| |
|
See Item 6 of the attached cover pages.
|
| |
|
|
| |
(iii)
|
Sole power to dispose or to direct the disposition:
|
| |
|
|
| |
|
See Item 7 of the attached cover pages.
|
| |
|
|
| |
(iv)
|
Shared power to dispose or to direct the disposition:
|
| |
|
|
| |
|
See Item 8 of the attached cover pages.
|
| |
|
|
|
Item 5.
|
Ownership of Five Percent or Less
of a Class
|
| |
|
|
|
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [X].
|
| |
|
|
|
Item 6.
|
Ownership of More than Five Percent
on Behalf of Another Person
|
| |
|
|
|
Not Applicable.
|
| |
|
|
|
Item 7.
|
Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on by
the Parent Holding Company
|
| |
|
|
|
Not Applicable.
|
| |
|
|
|
Item 8.
|
Identification and Classification
of Members of the Group
|
| |
|
|
|
Not Applicable.
|
| |
|
|
|
Item 9.
|
Notice of Dissolution of
Group
|
| |
|
|
|
Not Applicable.
|
| |
|
|
|
Item 10.
|
Certification
|
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: February 11, 2022
|
|
EJF CAPITAL LLC
|
|
|
|
By:
|
/s/ David Bell
|
|
|
|
Name:
|
David Bell
|
|
|
|
Title:
|
General Counsel
|
|
|
|
EMANUEL J. FRIEDMAN
|
|
|
|
By:
|
/s/ Emanuel J.
Friedman
|
|
|
|
Name:
|
Emanuel J. Friedman
|
|
|
|
EJF DEBT OPPORTUNITIES MASTER FUND,
L.P.
|
|
|
|
By:
Its:
|
EJF DEBT OPPORTUNITIES GP, LLC
General Partner
|
|
|
|
By:
Its:
|
EJF CAPITAL LLC
Manager and Sole Member
|
|
|
|
By:
|
/s/ David
Bell
|
|
|
|
Name:
|
David Bell
|
|
|
|
Title:
|
General Counsel
|
|
|
|
EJF DEBT OPPORTUNITIES GP,
LLC
|
|
|
|
By:
Its:
|
EJF CAPITAL LLC
Manager and Sole Member
|
|
|
|
By:
|
/s/ David
Bell
|
|
|
|
Name:
|
David Bell
|
|
|
|
Title:
|
General Counsel
|
|
EXHIBIT A
The undersigned, EJF Capital LLC, a Delaware limited liability
company, Emanuel J. Friedman, EJF Debt Opportunities Master Fund,
L.P., an exempted limited partnership organized under the laws of
the Cayman Islands, and EJF Debt Opportunities GP, LLC, a Delaware
limited liability company, hereby agree and acknowledge that the
information required by this Amendment No. 1 to Schedule 13G, to
which this Agreement is attached as an exhibit, is filed on behalf
of each of them. The undersigned further agree that any
further amendments or supplements thereto shall also be filed on
behalf of each of them.
|
|
EJF CAPITAL LLC
|
|
|
|
By:
|
/s/ David Bell
|
|
|
|
Name:
|
David Bell
|
|
|
|
Title:
|
General Counsel
|
|
|
|
EMANUEL J. FRIEDMAN
|
|
|
|
By:
|
/s/ Emanuel J.
Friedman
|
|
|
|
Name:
|
Emanuel J. Friedman
|
|
|
|
EJF DEBT OPPORTUNITIES MASTER FUND,
L.P.
|
|
|
|
By:
Its:
|
EJF DEBT OPPORTUNITIES GP, LLC
General Partner
|
|
|
|
By:
Its:
|
EJF CAPITAL LLC
Manager and Sole Member
|
|
|
|
By:
|
/s/ David
Bell
|
|
|
|
Name:
|
David Bell
|
|
|
|
Title:
|
General Counsel
|
|
|
|
EJF DEBT OPPORTUNITIES GP,
LLC
|
|
|
|
By:
Its:
|
EJF CAPITAL LLC
Manager and Sole Member
|
|
|
|
By:
|
/s/ David
Bell
|
|
|
|
Name:
|
David Bell
|
|
|
|
Title:
|
General Counsel
|
|
AG Mortgage Investment (NYSE:MITT-B)
Historical Stock Chart
Von Jun 2022 bis Jul 2022
AG Mortgage Investment (NYSE:MITT-B)
Historical Stock Chart
Von Jul 2021 bis Jul 2022
