The definitive proxy statement of TWO, filed with the Securities and Exchange Commission (the “SEC”) on April 20, 2026, as thereafter supplemented, contains additional information about the CCM Merger and the other transactions contemplated by the CCM Merger Agreement, including information concerning the interests of directors, executive officers and affiliates of TWO in connection with the CCM Merger. As of the effective time of the CCM Merger (the “Effective Time”), each share of TWO commo…

by reference. As a result of the CCM Merger, a change of control of TWO occurred and TWO became a wholly owned subsidiary of CCM. At the Effective Time, each share of TWO Common Stock issued and outstanding immediately prior to the Effective Time (other than shares held by CCM or Merger Sub or by any wholly owned subsidiary of CCM, Merger Sub or TWO) was automatically canceled and converted into the right to receive the Merger Consideration. The source of the funds for the Merger Consideratio…

Director: The changes in board composition were a mechanical consequence of the merger closing, not a voluntary departure or management decision.

Other Events. The CCM Merger Agreement requires that TWO deliver notices of redemption with respect to all outstanding shares of TWO Preferred Stock promptly following the Effective Time, and to complete the redemption of such shares no later than 120 days after the Effective Time (the “Preferred Stock Redemption”). Following consummation of the CCM Merger, each outstanding share of TWO Preferred Stock will be redeemed on the applicable redemption date for $25.00 in cash, plus accumulated and…

On the Closing Date, TWO notified the New York Stock Exchange (“NYSE”) of the consummation of the CCM Merger and of its intent to remove TWO Common Stock from listing on the NYSE and requested that the NYSE (i) suspend trading of TWO Common Stock on the NYSE prior to the opening of trading on the Closing Date and (ii) file a Notification of Removal from Listing and/or Registration on Form 25 with the SEC to delist and deregister TWO Common Stock under Section 12(b) of the Securities Exchange…

As a result of the CCM Merger, each share of TWO Common Stock that was issued and outstanding immediately prior to the Effective Time was converted, at the Effective Time, into the right to receive the Merger Consideration in accordance with the terms of the CCM Merger Agreement. Accordingly, at the Effective Time, the holders of such shares of TWO Common Stock ceased to have any rights as stockholders of TWO, other than the right to receive the Merger Consideration.

of this Current Report shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Securities Exchange Act of 1934, as amended (the “Exchange Act”), whether made before or after the date hereof, regardless of any general incorporation language in such filings, except as shall be expressly set forth by specific reference in such filing. FORWARD-LOOKING STATEMENTS This report on Form 8-K may contain “forward-looking s…

of this Current Report, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing of the registrant under the Securities Act of 1933 or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filings (unless the registrant specifically states that the information or exhibit in this

Other Events. On May 13, 2026, George Assad, a purported stockholder of Two Harbors Investment Corp. (“Two Harbors”) filed a complaint in the United States District Court for the District of Maryland, Northern Division styled Assad v. Two Harbors Investment Corp., et al. , No 1:26-cv-01896-JRR (the “Assad Complaint”). The Assad Complaint asserts claims against Two Harbors and its directors (“Defendants”) for allegedly violating Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 (…

Other Events. On May 13, 2026, CrossCountry Intermediate Holdco, LLC (“CCM”) and CrossCountry Merger Corp., a wholly owned subsidiary of CCM (“Merger Sub”), delivered to Two Harbors Investment Corp. (“Two Harbors”), a letter irrevocably waiving the restrictions set forth in Section 6.1(b)(i) of the Agreement and Plan of Merger, dated as of March 27, 2026, as amended on April 28, 2026, and as further amended on May 7, 2026, by and among Two Harbors, CCM, and Merger Sub (the “CCM Merger Agreeme…

Entry into a Material Definitive Agreement. On May 7, 2026, Two Harbors Investment Corp. (“Two Harbors”) entered into a Second Amendment to the Agreement and Plan of Merger (the “Second Amendment”), by and among Two Harbors, CrossCountry Intermediate Holdco, LLC (“CCM”) and CrossCountry Merger Corp., a wholly owned subsidiary of CCM (“Merger Sub”), to amend the terms of the previously disclosed Agreement and Plan of Merger, dated March 27, 2026 (the “Original CCM Merger Agreement”), as amende…

Entry into a Material Definitive Agreement. On April 28, 2026, Two Harbors Investment Corp. (“Two Harbors”) entered into a First Amendment to the Agreement and Plan of Merger (the “Amendment”), by and among Two Harbors, CrossCountry Intermediate Holdco, LLC (“CCM”) and CrossCountry Merger Corp., a wholly owned subsidiary of CCM (“Merger Sub”), to amend the terms of the previously disclosed Agreement and Plan of Merger, dated March 27, 2026 (the “Original CCM Merger Agreement” and, as amended…

is incorporated by reference). FORWARD-LOOKING STATEMENTS This Form 8-K may contain “forward-looking statements,” including certain plans, expectations, goals, projections and statements about the merger (the “CCM Merger”) with CrossCountry Intermediate Holdco, LLC (“CCM”), Two Harbors Investment Corp.’s (“TWO”) and CCM’s plans, objectives, expectations and intentions, the expected timing of completion of the proposed CCM Merger, the ability of the parties to complete the proposed CCM Merger…

Entry into a Material Definitive Agreement . On March 27, 2026, Two Harbors Investment Corp., a Maryland corporation (“Two Harbors”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among Two Harbors, CrossCountry Intermediate Holdco, LLC, a Delaware limited liability company (“CCM”), and CrossCountry Merger Corp., a Maryland corporation and a wholly owned subsidiary of CCM (“Merger Sub”). Pursuant to the Merger Agreement, and upon the terms and subject to the con…

Termination of a Material Definitive Agreement. As previously disclosed, on December 17, 2025, Two Harbors entered into an Agreement and Plan of Merger (the “UWM Merger Agreement”) by and among Two Harbors, UWM Holdings Corporation, a Delaware corporation (“UWM”), and UWM Acquisitions 1, LLC, a Delaware limited liability company and a wholly owned subsidiary of UWM. Following the determination by the ad hoc committee of the Two Harbors Board that it had received a “Company Superior Proposal,”…

is incorporated by reference). FORWARD-LOOKING STATEMENTS This Form 8-K may contain “forward-looking statements,” including certain plans, expectations, goals, projections and statements about the benefits and synergies of the proposed transaction between Two Harbors and UWM Holding Corporation ("UWM") (the "Acquisition"); pro forma descriptions of the combined company and its operations, integration and transition plans, synergies and anticipated future performance; future opportunities for…

The filing describes amendments to a severance plan and the acceleration of bonus/equity payments in connection with a merger, rather than the departure or appointment of a specific executive.

Entry into a Material Definitive Agreement. On December 17, 2025, Two Harbors Investment Corp., a Maryland corporation (“Two Harbors”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among Two Harbors, UWM Holdings Corporation, a Delaware corporation (“UWM”), and UWM Acquisitions 1, LLC, a Delaware limited liability company and a wholly owned subsidiary of UWM (“Merger Sub”). Pursuant to the Merger Agreement, and upon the terms and subject to the conditions there…

Other Events. On December 17, 2025, Two Harbors Investment Corp. (“Two Harbors”) and UWM Holdings Corporation (“UWM”) announced that they have entered into a definitive agreement for UWM to acquire all of the outstanding shares of Two Harbors common stock in an all-stock transaction (the “Acquisition”). In connection with the proposed Acquisition, Two Harbors common stockholders will exchange each share of Two Harbors common stock for 2.3328 shares of newly issued UWM Class A common stock and…

Results of Operations and Financial Condition. On October 27, 2025, Two Harbors Investment Corp. issued a press release announcing its financial results for the fiscal quarter ended September 30, 2025. A copy of the press release and the 2025 Third Quarter Earnings Call Presentation are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference. The information in

Entry Into a Material Definitive Agreement. On September 19, 2025 , Two Harbors Investment Corp. (“Two Harbors,” “we,” “our” or “us”) filed a new prospectus supplement with the Securities and Exchange Commission (the “SEC”) relating to the offer and sale of shares of Two Harbors common stock (“Shares“) under the Company’s existing at-the-market equity offering program (the “ATM Program”). The new prospectus supplement was filed as a result of Two Harbors amending and restating the Equity Dist…

Entry into a Material Definitive Agreement. On August 20, 2025, Two Harbors Investment Corp. (the “Company”) entered into a Settlement Agreement and Release (the “Settlement Agreement”) with PR Advisers L.P. as successor in interest to PRCM Advisers LLC, Pine River Capital Management L.P., and Pine River Domestic Management L.P. (collectively, “Pine River”) whereby the Company and Pine River have agreed to compromise and settle all claims alleged in the previously disclosed lawsuits between t…

Results of Operations and Financial Condition. On July 28, 2025, Two Harbors Investment Corp. issued a press release announcing its financial results for the fiscal quarter ended June 30, 2025. A copy of the press release and the 2025 Second Quarter Earnings Call Presentation are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference. The information in

Other Events. As previously disclosed, on July 15, 2020, Two Harbors Investment Corp. (the “Company”) provided PRCM Advisers LLC with a notice of termination of the management agreement between the parties (the “Management Agreement”) for “cause” in accordance with Section 15(a) of the Management Agreement. The Company terminated the Management Agreement for cause on the basis of certain material breaches and certain events of gross negligence on the part of PRCM Advisers in the performance o…

Entry into a Material Definitive Agreement. On May 13, 2025, Two Harbors Investment Corp., a Maryland corporation (the “Company”), completed the issuance and sale of $115.0 million aggregate principal amount of its 9.375% Senior Notes due 2030 (the “Notes”), which includes $15.0 million aggregate principal amount of the Notes issued and sold pursuant to the Underwriters’ (as defined below) exercise of their over-allotment option granted pursuant to the Underwriting Agreement (as defined below…