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NYSE: TWO TWO HARBORS INVESTMENT CORP. 8-K

TWO Harbors awaits final state approval to close CCM merger; stub dividend rises with delay

Filed August 3, 2026 · Period ending August 3, 2026 · ~1 min read

3 key changes 1 high relevance 1 section

Key Changes

  • high

    TWO has received all required state regulatory approvals for the CCM merger except one final state; upon receipt, the company will announce and close the transaction the next business day.

  • medium

    The stub dividend will be recalculated upward from the previously announced $0.12196 per share due to the delayed closing, using a daily proration formula based on the actual closing date.

  • medium

    The stub dividend will be paid to shareholders of record as of the last trading day before the merger closes, concurrently with merger consideration, and does not reduce the merger proceeds.

Summary

TWO Harbors disclosed that its merger with CrossCountry Intermediate Holdco has cleared all but one final state regulatory approval. The company expects to announce receipt of that approval via press release and close the transaction the following business day, indicating the deal is on the verge of completion after navigating the multi-state regulatory process. The delayed closing has a modest upside for shareholders: the stub dividend originally set at $0.12196 per share (based on an August 3 closing) will be recalculated higher using a daily proration formula.

Shareholders of record as of the last trading day before closing will receive this adjusted stub dividend alongside their merger consideration, with no reduction to the merger proceeds. The filing is a routine pre-closing update with no material obstacles disclosed.

Section-by-Section Diff

Event · Item 7.01 — Regulation FD Disclosure

~1,300 words

TWO Harbors awaits final state approval to close CCM merger; stub dividend adjusted for delayed closing date.

2 Added
Added CCM Merger regulatory approvals high

Added in current filing · verify on EDGAR →

On August 3, 2026, Two Harbors Investment Corp. (“TWO”) announced that it has received the required state regulatory and agency approvals from all but one state for its previously announced merger (the “CCM Merger”) with CrossCountry Intermediate Holdco, LLC (“CCM”). Upon receipt of the final outstanding approval, TWO intends to (i) issue a press release announcing such approval and (ii) close the CCM Merger the following business day.

TWO has received all required state regulatory and agency approvals for its merger with CrossCountry Intermediate Holdco except one final state approval. Once that approval is received, TWO will announce it via press release and close the merger the next business day. This indicates the transaction is nearly complete, pending only one remaining regulatory hurdle.

Added Stub dividend adjustment medium

Added in current filing · verify on EDGAR →

TWO previously announced a stub dividend of $0.12196 per share based on an anticipated closing date of August 3, 2026. Because the closing will occur after August 3, 2026, the stub dividend amount will be calculated based on the actual closing date and will equal TWO’s most recent quarterly dividend of $0.34 per share of TWO common stock, multiplied by the number of days elapsed since the end of the second quarter of 2026 through and including the day prior to the closing date of the CCM Merger, and divided by the total number of days in the third quarter of 2026 (92).

The stub dividend previously announced at $0.12196 per share (based on an August 3, 2026 closing) will be recalculated because the merger is closing later than anticipated. The new amount will be based on the actual closing date using a daily proration formula: $0.34 quarterly dividend times days elapsed since June 30, 2026 through the day before closing, divided by 92 days in Q3 2026. This means shareholders will receive a slightly higher stub dividend due to the delay.

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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 4, 2026 · How we verify