NYSE: ARR

Armour Residential REIT, Inc.

CIK 0001428205 · SIC 6798 · Real Estate Investment Trusts

Mega by assets Assets $22.7B as of Sep 6, 2026

References to “we,” “us,” “our,” or the “Company” are to ARMOUR Residential REIT, Inc. (“ARMOUR”) and its subsidiaries. References to “ACM” are to ARMOUR Capital Management LP, a Delaware limited partnership. ARMOUR owns a 10.8% equity interest in BUCKLER Securities LLC ("BUCKLER"), a Delaware… About this business →

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8-K Filed Sep 11, 2026 · Period ending Sep 11, 2026

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8-K Filed Aug 27, 2026 · Period ending Aug 27, 2026

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8-K Filed Aug 14, 2026 · Period ending Aug 14, 2026

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8-K Filed Jul 24, 2026 · Period ending Jul 24, 2026 Red flag

Armour Residential expands ATM program by 25M shares, increases authorized stock to 250M

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424B5 Filed Jul 24, 2026 Standing risk

Armour Residential REIT prices at-the-market offering of up to 25.5M shares at $16.38/share

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8-K Filed Jul 22, 2026 · Period ending Jul 22, 2026

Armour Residential REIT reports Q2 2026 net income $111.5M, book value up 0.6% to $17.53

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8-K Filed Jul 22, 2026 · Period ending Jul 22, 2026

Armour Residential declares $0.24 August dividend, discloses 7.5x leverage on $21.8B portfolio

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10-Q Filed Jul 22, 2026 · Period ending Jun 30, 2026

ARR Q2 2026: net income $114.8M. Net interest spread widens to 1.10% as portfolio grows 41%

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8-K Filed Jul 21, 2026 · Period ending Jul 21, 2026

Armour Residential REIT declares $0.24 monthly dividend for August 2026

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10-Q Filed Apr 22, 2026 · Period ending Mar 31, 2026

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10-K Filed Feb 18, 2026 · Period ending Dec 31, 2025

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424B5 Filed Jan 28, 2026

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424B5 Filed Aug 6, 2025

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10-Q Filed Jul 23, 2025 · Period ending Jun 30, 2025

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10-K Filed Feb 12, 2025 · Period ending Dec 31, 2024

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Latest financial statements

From 10-Q filed Jul 22, 2026 (period ending Jun 30, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Consolidated Statements of Operations (Unaudited)

(in thousands, except per share)

Description Three months ended June 30, 2026 Three months ended June 30, 2025 Six months ended June 30, 2026 Six months ended June 30, 2025
Interest Income:
Interest Income 263,870 180,886 513,071 353,767
Interest expense (including $(86,289) and $(68,342) and $(167,064) and $(129,318), respectively with BUCKLER) (187,051) (147,781) (365,538) (284,321)
Net Interest Income 76,819 33,105 147,533 69,446
Other Income (Loss):
Gain (Loss) on Agency Securities, trading, net (42,624) 16,545 (225,219) 224,802
Loss on U.S. Treasury Securities, net (10,454) (2,887) (21,102) (15,793)
Gain (Loss) on derivatives, net (1) 108,235 (108,022) 191,260 (299,240)
Total Other Income (Loss) 55,157 (94,364) (55,061) (90,231)
Expenses:
Management fees 12,539 11,060 24,754 21,829
Compensation 1,163 888 2,116 1,700
Other operating 3,458 4,051 5,637 7,262
Total Expenses 17,160 15,999 32,507 30,791
Less management fees waived (1,650) (3,300)
Total Expenses after fees waived 17,160 14,349 32,507 27,491
Net Income (Loss) 114,816 (75,608) 59,965 (48,276)
Dividends on preferred stock (3,264) (3,003) (6,439) (6,003)
Net Income (Loss) available (related) to common stockholders 111,552 (78,611) 53,526 (54,279)
Net Income (Loss) per share available (related) to common stockholders (Note 11):
Basic 0.86 (0.94) 0.43 (0.68)
Diluted 0.86 (0.94) 0.43 (0.68)
Dividends declared per common share 0.72 0.72 1.44 1.44
Weighted average common shares outstanding:
Basic 129,125 83,803 124,378 79,536
Diluted 130,018 83,803 125,271 79,536

Consolidated Balance Sheets (Unaudited)

(in thousands, except per share)

Description June 30, 2026 December 31, 2025
Assets
Cash and cash equivalents 83,679 63,270
Cash collateral posted to counterparties 351,772 226,701
Investments in securities, at fair value
Agency Securities (including pledged securities of $19,711,264 ($9,243,589 with BUCKLER) at June 30, 2026 and $18,071,863 ($8,324,007 with BUCKLER) at December 31, 2025) 20,596,296 19,417,640
U.S. Treasury Securities (including pledged securities of $587,348 ($391,355 with BUCKLER) at June 30, 2026 and $598,109 ($498,438 with BUCKLER) at December 31, 2025) 587,348 598,109
Receivable for unsettled sales (including pledged securities of $343,699 ($24,388 with BUCKLER) at June 30, 2026) 344,372
Derivatives, at fair value 668,063 611,544
Accrued interest receivable 91,302 86,153
Prepaid and other 22,984 1,742
Total Assets 22,745,816 21,005,159
Liabilities and Stockholders’ Equity
Liabilities
Repurchase agreements, net (including $9,101,693 and $8,426,540, at June 30, 2026 and December 31, 2025, respectively with BUCKLER) 19,441,457 17,941,796
Cash collateral posted by counterparties 330,743 419,427
Payable for unsettled purchases 241,137 302,094
Derivatives, at fair value 75,175 19,303
Accrued interest payable- repurchase agreements (including $33,909 and $27,752, at June 30, 2026 and December 31, 2025, respectively with BUCKLER) 72,313 59,267
Accounts payable and other accrued expenses 5,897 2,219
Total Liabilities 20,166,722 18,744,106
Commitments and contingencies (Note 8 and Note 13)
Stockholders’ Equity
Preferred stock, $0.001 par value, 50,000 shares authorized; 7.00% Series C Cumulative Preferred Stock; 7,553 shares and 7,048 shares issued and outstanding ($25.00 per share liquidation preference) at June 30, 2026 and December 31, 2025, respectively 7 7
Common stock, $0.001 par value, 175,000 shares authorized; 136,371 shares and 111,915 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively. 136 112
Additional paid-in capital 5,890,026 5,446,152
Cumulative distributions to stockholders (2,852,873) (2,667,051)
Accumulated net loss (458,202) (518,167)
Total Stockholders’ Equity 2,579,094 2,261,053
Total Liabilities and Stockholders’ Equity 22,745,816 21,005,159

Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

Description Six months ended June 30, 2026 Six months ended June 30, 2025
Cash Flows Provided By (Used In) Operating Activities:
Net Income (loss) 59,965 (48,276)
Adjustments to reconcile net income (loss) to net cash and cash equivalents and cash collateral posted to counterparties provided by operating activities:
Net (accretion) amortization of premium on Agency Securities 4,695 (917)
Net (accretion) amortization of U.S. Treasury Securities (34) 66
(Gain) Loss on Agency Securities, trading, net 225,219 (224,802)
Loss on U.S. Treasury Securities, net 21,102 15,793
Stock based compensation 1,329 986
Changes in operating assets and liabilities:
Increase in accrued interest receivable (5,301) (10,243)
Increase in prepaid and other assets (1,318) 187
Change in derivatives, at fair value (647) 384,537
Increase in accrued interest payable- repurchase agreements 13,046 7,583
Decrease in accrued interest payable- U.S. Treasury Securities sold short (46)
Increase in accounts payable and other accrued expenses 3,678 1,578
Net cash and cash equivalents and cash collateral posted to counterparties provided by operating activities 321,734 126,446
Cash Flows Provided By (Used In) Investing Activities:
Purchases of Agency Securities (4,678,791) (3,181,527)
Purchases of U.S. Treasury Securities (includes $50,049 and $200,680 with BUCKLER, respectively) (501,709) (602,133)
Principal repayments of Agency Securities 1,453,118 634,182
Proceeds from sales of Agency Securities 1,411,926 1,226,213
Proceeds from sales of U.S. Treasury Securities (includes $49,000 and $0 with BUCKLER, respectively) 491,402
Disbursements on reverse repurchase agreements (includes $0 and $(1,860,188) with BUCKLER, respectively) (2,217,750)
Receipts from reverse repurchase agreements (includes $0 and $1,840,375 with BUCKLER, respectively) 2,197,875
Decrease in cash collateral posted by counterparties (88,684) (363,355)
Net cash and cash equivalents and cash collateral posted to counterparties used in investing activities (1,912,738) (2,306,495)
Cash Flows Provided By (Used In) Financing Activities:
Issuance of Series C Preferred stock, net of expenses 10,475 279
Issuance of common stock, net of expenses 414,153 470,537
Proceeds from repurchase agreements (including $38,786,436 and $42,363,476, respectively with BUCKLER) 78,174,756 68,704,178
(Continued)

Amounts as printed on the EDGAR/iXBRL face — (in thousands, except per share); (in thousands). Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

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About Armour Residential REIT, Inc.

Source: Item 1 (Business) from the 10-K filed February 18, 2026. Description as filed by the company with the SEC.

Item 1. Business

1

References to “we,” “us,” “our,” or the “Company” are to ARMOUR Residential REIT, Inc. (“ARMOUR”) and its subsidiaries. References to “ACM” are to ARMOUR Capital Management LP, a Delaware limited partnership. ARMOUR owns a 10.8% equity interest in BUCKLER Securities LLC ("BUCKLER"), a Delaware limited liability company and a FINRA-regulated broker-dealer, which is under common control with ACM. Refer to the Glossary of Terms for definitions of capitalized terms and abbreviations used in this report. U.S. dollar and share amounts are presented in thousands, except per share amounts or as otherwise noted.

ARMOUR is an externally managed Maryland corporation incorporated in 2008. The Company is managed by ACM, an investment advisor registered with the Securities and Exchange Commission ("SEC") (which registration the Company provides notice of to the state of Florida) (see Note 8 and Note 14 to the consolidated financial statements). We have elected to be taxed as a real estate investment trust ("REIT") under the Internal Revenue Code of 1986, as amended (the "Code"). We believe that we are organized in conformity with the requirements for qualification as a REIT under the Code and our manner of operations enables us to meet the requirements for taxation as a REIT for federal income tax purposes (See Real Estate Investment Trust Requirements section below).

All per share amounts, common shares outstanding and stock-based compensation amounts for all periods presented reflect our one-for-five reverse stock split (the "Reverse Stock Split"), which was effective September 29, 2023. No other reclassifications have been made to previously reported amounts.

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Strategies

ARMOUR brings private capital into the mortgage markets to support home ownership for a broad and diverse spectrum of Americans. We seek to create stockholder value through thoughtful investment and risk management of a leveraged and diversified portfolio of MBS. We rely on the decades of experience of our management team for (i) MBS securities portfolio analysis and selection, (ii) access to equity capital and repurchase financing on potentially attractive rates and terms, and (iii) hedging and liquidity strategies to moderate interest rate and MBS price risk. We prioritize maintaining common share dividends appropriate for the intermediate term rather than focusing on short-term market fluctuations.

We are deeply committed to implementing sustainable environmental, responsible social, and prudent governance practices that improve our work and our world. We strive to contribute to a healthy, sustainable environment by utilizing resources efficiently. As an organization, we create a relatively small environmental footprint. Still, we are focused on minimizing the environmental impact of our business where possible.

Assets

At December 31, 2025, our investments in securities included mortgage backed securities ("MBS"), issued or guaranteed by a United States ("U.S.") Government-sponsored entity ("GSE"), such as the Federal National Mortgage Association ("Fannie Mae"), the Federal Home Loan Mortgage Corporation ("Freddie Mac"), or a government agency such as Government National Mortgage Administration ("Ginnie Mae") (collectively, "Agency Securities") and U.S. Treasury Securities. At December 31, 2024, we invested solely in MBS. Our investment in securities consists primarily of fixed rate loans. Our charter permits us to invest in MBS backed by fixed rate, hybrid adjustable rate and adjustable rate home loans as well as unsecured notes and bonds issued by GSEs, U.S. Treasuries and money market instruments.

Borrowings

We borrow against our MBS using repurchase agreements. Our borrowings generally have maturities that range from overnight to three months, although occasionally we may enter into longer dated borrowing agreements. Our borrowings (on a recourse basis) are generally between six and ten times the amount of our total

ARMOUR Residential REIT, Inc.

Item 1. Business

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stockholders’ equity, but we are not limited to that range. The level of our borrowings may vary periodically depending on market conditions. In addition, certain of our MRAs and ISDA agreements contain a restriction that prohibits our leverage from exceeding twelve times our total stockholders’ equity as well as termination events in the case of significant reductions in equity capital.

Hedging

We use derivatives in the normal course of our business to reduce the impact of interest rate fluctuations on our cost of funding consistent with our REIT tax requirements. These techniques primarily consist of entering into interest rate swap contracts, basis swap contracts and swaptions and purchasing or selling futures contracts and may also include entering into interest rate cap or floor agreements, purchasing put and call options on securities or futures contracts, or entering into forward rate agreements. Although we are not legally limited, we intend to limit our use of derivative instruments to only those techniques described above and to enter into derivative transactions only with counterparties that we believe have a strong credit rating to help limit the risk of counterparty default or insolvency. These transactions are not entered into for speculative purposes.

Our hedging activities are designed so that changes in the fair values of our derivatives will tend to offset changes in the fair values of our MBS. The actual extent of such offset will depend on the relative size of our derivative portfolio in relation to our MBS and the actual correlation of changes.

While we use strategies to economically hedge some of our interest rate risk, we do not hedge all of our exposure to changes in interest rates and prepayment rates, as there are practical limitations on our ability to insulate our securities portfolio from all potential negative consequences associated with changes in short-term interest rates in a manner that will allow us to seek attractive net spreads on our securities portfolio. For GAAP purposes, all changes in the fair value of our derivatives currently flow through earnings. Changes in the fair value of our legacy Agency MBS portfolio, that was designated as available for sale historically, were recognized in other comprehensive income (loss). Therefore, historical earnings reported in accordance with GAAP have fluctuated even in situations where our derivatives were operating as intended. Currently, all of our Agency MBS portfolio is designated as trading securities and changes in the fair values of our derivatives and Agency MBS flow through earnings together. Accordingly, our results of operations will not be subject to the additional fluctuations caused by the previous differences in mark-to-market accounting treatments. Comparisons with companies that use hedge accounting for all or part of their derivative activities may not be meaningful.

Management

The Company is managed by ACM, pursuant to a management agreement (see Note 8 and Note 14 to the consolidated financial statements). ACM manages our day-to-day operations, subject to the direction and oversight of the Board. The management agreement runs through December 31, 2029 and is thereafter automatically renewed for an additional five-year term unless terminated under certain circumstances.

The management agreement entitles ACM to receive a management fee payable monthly in arrears. Currently, the monthly management fee is 1/12th of the sum of (a) 1.5% of gross equity raised up to $1.0 billion plus (b) 0.75% of gross equity raised in excess of $1.0 billion. Gross equity raised includes the total amounts of paid in capital relating to both our common and preferred stock, before deduction of brokerage commissions and other costs of capital raising. Amounts paid to stockholders to repurchase stock, before deduction of brokerage commissions and costs, reduces gross equity raised. Dividends specifically designated by the Board as liquidation dividends will reduce the amount of gross equity raised. To date, the Board has not so designated any of the dividends paid by the Company. Realized and unrealized gains and losses do not affect the amount of gross equity raised. At December 31, 2025, December 31, 2024 and December 31, 2023, the effective management fee was 0.89%, 0.92% and 0.93% prior to management fees waived, and 0.77%, 0.77% and 0.77%, after management fees

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waived, based on gross equity raised of $5,366,343, $4,498,880 and $4,231,965, respectively and effectively a rate of 2.11%, 3.03% and 3.09% based on total stockholders' equity.

During each of the years ended December 31, 2025, December 31, 2024 and December 31, 2023 ACM voluntarily waived management fees of $6,600, or $550 per month of its contractual management fee. The monthly management fees are not calculated based on the performance of our assets. Accordingly, the payment of our monthly management fees may not decline in the event of a decline in our earnings and may cause us to incur losses. We are also responsible for any costs and expenses that ACM incurs solely on our behalf other than the various overhead expenses specified in the terms of the management agreement. ACM is further entitled to receive termination fees from us under certain circumstances.

On December 22, 2025, ACM notified ARMOUR that they were terminating the voluntarily waiver. The termination of the waiver is effective for the contractual management fee that becomes due and payable after February 1, 2026 (relating to services for the month of January 2026).

On February 14, 2023, the Company extended the contractual term of the management agreement through December 31, 2029. Based on the management fee base, gross equity raised, as of December 31, 2025, the Company’s contractual management fee commitments are:

Year Contractual Management Fee

2026 47,748

2027 47,748

2028 47,748

2029 47,748

Total $ 190,992

The Company cannot voluntarily terminate the management agreement without cause before the expiration of its contractual term. If the management agreement is terminated in connection with a liquidation of the Company or certain business combination transactions, the Company is obliged to pay ACM a termination fee equal to 4 times the contractual management fee (before any waiver) for the preceding 12 months.

We are required to take actions as may be reasonably required to permit and enable ACM to carry out its duties and obligations. From time to time, we grant restricted stock unit awards to our Board and to our executive officers that vest over various periods through 2027, 2029 and 2030, respectively (see Note 9 to the consolidated financial statements).

Environmental, Social and Governance Initiatives

ARMOUR is committed to best practices in our environmental, social and governance ("ESG") policies. We have incorporated many ESG principles into our corporate culture over time in growing the Company. We understand that ESG practices can create value by improving the environment and the lives of our employees, stockholders, business partners, and the community and we recognize that understanding our efforts on ESG practices is increasingly important to those key relationships. To demonstrate our commitment, ARMOUR’s Nominating and Corporate Governance Committee provides primary oversight of our efforts in ESG policies, activities, and communications. Together, we assess our practices with a goal of meeting or exceeding industry and peer standards. We continually seek opportunities to enhance the communities where we operate through corporate giving, employee volunteering, human capital development, and environmental sustainability programs. Additional information regarding our efforts to implement environmental and social factors in the operation of our business is available in the ESG section of our website at www.armourreit.com. Furthermore, we continue to

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Item 1. Business

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evaluate relevant corporate sustainability reporting frameworks with a goal of adopting and implementing best practices in our reporting framework.

Human Capital Resources

Our greatest strength and most important assets are the members of the ARMOUR team. Their overall well-being is paramount to the Company's success. ACM ensures its employees have a rewarding, supportive, and healthy working environment in which to thrive, and endeavors to support their success in all things. ACM hires on the basis of qualifications and does not discriminate on the basis of sex, age, color, race, religion, marital status, national origin, ancestry, sexual orientation, physical and mental disability, medical condition, genetic information, veteran status or any other basis protected by federal, state, or local law. ACM provides employees with opportunities for growth and development, both in the personal and professional spheres, as well as a wide variety of resources to support their work and personal lives. ACM’s compensation and comprehensive benefits are thoughtfully designed to recognize and reward their professional skills, resulting in a low voluntary turnover rate for ARMOUR.

Cybersecurity

We rely on our financial, accounting and other data processing systems. Computer malware, viruses, computer hacking and phishing attacks have become more prevalent in our industry and may occur on our systems. Although we have not detected a material cybersecurity breach to date, other financial services institutions have reported material breaches of their systems, some of which have been significant. Even with all reasonable security efforts, not every breach can be prevented or even detected; as such, it is possible that we have experienced an undetected breach. There is no assurance that we, or the third parties that facilitate our business activities, have not or will not experience a breach. It is difficult to determine what, if any, negative impact may directly result from any specific interruption or cyber-attacks or security breaches of our networks or systems (or the networks or systems of third parties that facilitate our business activities) or any failure to maintain performance.

ACM has established an Information Technology Steering Committee (the "ITSC") to help mitigate technology risks including cybersecurity. One of the roles of the ITSC is to oversee cyber risk assessments, monitor applicable key risk indicators, review cybersecurity training procedures, oversee the Company’s Cybersecurity Policies, including an incident response plan, and engage third parties to conduct periodic penetration testing. Our cybersecurity risk assessment includes an evaluation of cyber risk related to sensitive data held by third parties on their systems. There is no assurance that these efforts will effectively mitigate cybersecurity risk and mitigation efforts are not an assurance that no cybersecurity incidents will occur.

In addition, our Audit Committee periodically monitors and oversees our information and cybersecurity risks including reviewing and approving any information and cybersecurity policies, procedures and resources, and reviewing our information and cybersecurity risk assessment, detection, protection, and mitigation systems.

Funding Activities

If ACM and the Board determine that additional funding is advisable, we may raise such funds through equity offerings (including preferred equity), unsecured debt securities, convertible securities (including warrants, preferred equity and debt) or the retention of cash flow (subject to provisions in the Code concerning taxability of undistributed REIT taxable income) or a combination of these methods. In the event that ACM and the Board determine that we should raise additional equity capital, we have the authority, without stockholder approval, to issue additional stock in any manner and on such terms and for such consideration as we deem appropriate, at any time. At December 31, 2025, there were 63,085 authorized shares of common stock and 42,952 authorized shares

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of preferred stock, respectively, available for issuance. At December 31, 2025, there were 866 authorized shares of common stock remaining available for repurchase under our Common Stock Repurchase Program and 2,000 authorized shares of Series C Preferred Stock available for repurchase under our Series C Preferred Stock Repurchase Program.

Real Estate Investment Trust Requirements

As a REIT, we will generally not be subject to federal income tax on the REIT taxable income that we currently distribute to our stockholders. Our qualification as a REIT depends on our ability to meet, on a continuing basis, various complex requirements under the Code relating to, among other things, the sources of our gross income, the composition and values of our assets, our distribution levels and the concentration of ownership of our capital stock. If we fail to qualify as a REIT in any taxable year and do not qualify for certain statutory relief provisions, we will be subject to federal income tax at regular corporate rates. Even if we qualify as a REIT for federal income tax purposes, we may still be subject to some federal, state and local taxes on our income. See, General risks common to ARMOUR and our peer mortgage REITs in