Dynex Capital, Inc. — Form 8-K summary
Reporting date: September 29, 2026. The filing reports the closing of a preferred-stock offering and amendments to the company’s charter establishing Series D preferred stock.
Offering and security terms
- Dynex closed an underwritten offering of 4,800,000 shares of 9.375% Series D Fixed-Rate Cumulative Redeemable Preferred Stock, with a $25.00 liquidation preference per share. Underwriters also had a 30-day option to buy up to 720,000 additional shares; the filing does not clearly state whether that option was exercised.
- The Series D designation covers 5,520,000 authorized but unissued preferred shares. The Articles of Amendment became effective September 29, 2026.
- Dividends are cumulative, payable quarterly in arrears when declared by the board and legally available, beginning January 15, 2027. The stated annual dividend is $2.34375 per share, or 9.375% of the liquidation preference.
- Series D ranks senior to common stock, on parity with Series C preferred stock, and junior to company indebtedness; it is effectively junior to subsidiary indebtedness. The filing reports 4,460,000 Series C shares outstanding and no other outstanding preferred stock besides Series C.
- Series D has no stated maturity, sinking fund, or mandatory redemption. It generally cannot be redeemed before October 15, 2031, subject to specified change-of-control and tax-related exceptions. On or after that date, the company may redeem at $25 per share plus accumulated unpaid dividends.
- Holders generally have no voting rights, but may elect two additional directors if dividends are in arrears for six or more quarterly periods, subject to the charter’s terms. Certain other limited voting rights and change-of-control conversion rights also apply.
Financial metrics and comparison
This 8-K does not provide company revenue, earnings, cash flow, margins, debt balances, liquidity measures, offering proceeds, or a prior-period financial comparison. It also does not clearly state the net proceeds or their intended use.
Outlook, risks, and contingencies
The filing includes forward-looking statements concerning the offering, expected net proceeds, and intended use of proceeds, but supplies no specific amounts or detailed outlook. It cautions that actual results may differ because of risks discussed in Dynex’s SEC reports and says the company undertakes no obligation to update forward-looking statements.
Important facts for investors to verify
- Whether underwriters exercised any portion of the 720,000-share option and the final number of Series D shares sold.
- The actual gross and net proceeds, offering costs, and use of proceeds, which are not clearly stated in this filing.
- The Articles of Amendment for full dividend, redemption, conversion, voting, and ownership restrictions.
- Dynex’s latest periodic filings for current financial condition, liquidity, leverage, and risk disclosures.