6.95% Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock 6.50% Series G Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock 6.75% Series I Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock false 0001043219 0001043219 2022-06-27 2022-06-27 0001043219 us-gaap:CommonStockMember 2022-06-27 2022-06-27 0001043219 nly:A6.95SeriesFFixedtoFloatingRateCumulativeRedeemablePreferredStockMember 2022-06-27 2022-06-27 0001043219 nly:A6.50SeriesGFixedtoFloatingRateCumulativeRedeemablePreferredStockMember 2022-06-27 2022-06-27 0001043219 nly:A6.75SeriesIFixedtoFloatingRateCumulativeRedeemablePreferredStockMember 2022-06-27 2022-06-27

 

 

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)

June 27, 2022

 

 

Annaly Capital Management Inc

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Maryland   1-13447   22-3479661

(State or other jurisdiction of

incorporation or organization)

  

(Commission

File Number)

   (IRS Employer
Identification No.)

1211 Avenue of the Americas

New York, New York

     10036
(Address of principal executive offices)     (Zip Code)

Registrant’s telephone number, including area code: (212) 696-0100

Not Applicable

(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:

 

☐

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 Class

  

Trading
Symbol(s)

  

Name of Each Exchange

on Which Registered
Common Stock, par value $0.01 per share   NLY   New York Stock Exchange
6.95% Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock   NLY.F   New York Stock Exchange
6.50% Series G Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock   NLY.G   New York Stock Exchange
6.75% Series I Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock   NLY.I   New 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 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 June 27, 2022, Katie Beirne Fallon resigned from the Board of Directors (the “Board”) of Annaly Capital Management, Inc. (the “Company”), effective July 14, 2022, in connection with her acceptance of an offer to serve as Executive Vice President, Communications, Public Affairs and Policy at Fidelity Investments. Ms. Fallon’s decision to resign is due to her new position and is not the result of a disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 

Item 7.01

Regulation FD Disclosure.

On June 27, 2022, the Company issued a press release (the “Press Release”) announcing Ms. Fallon’s resignation from the Board, effective July 14, 2022. A copy of the Press Release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The Press Release is being furnished pursuant to Item 7.01, and the information contained therein shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

(d)    Exhibits.

 

Exhibit
No.

   

Description
99.1    Press Release, dated June 27, 2022, issued by Annaly Capital Management, Inc.
101    Pursuant to Rule 406 of Regulation S-T, the cover page information is formatted in iXBRL (Inline eXtensible Business Reporting Language).
104    Cover page interactive data file (formatted in iXBRL in Exhibit 101).

SIGNATURES

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

 

ANNALY CAPITAL MANAGEMENT, INC.
(REGISTRANT)
By:  

/s/ Anthony C. Green
Name:   Anthony C. Green
Title:   Chief Corporate Officer & Chief Legal Officer

Dated: June 27, 2022

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