James W. Hirschmann III - 06 Dec 2023 Form 4 Insider Report for Western Asset Mortgage Capital Corp

Role: Director, Chairman of the Board
Signature: /s/ Adam C. E. Wright, by Power of Attorney
Issuer symbol: N/A
Transactions as of: 06 Dec 2023
Net transactions value: $0
Form type: 4
Filing time: 08 Dec 2023, 16:56:46 UTC
Previous filing: 29 Jun 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WMC	Common Stock, par value $0.01 per share	Disposed to Issuer		-7,291	-100%		0	06 Dec 2023	Direct	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

James W. Hirschmann III is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On December 6, 2023, AG Mortgage Investment Trust, Inc. ("MITT") acquired Western Asset Mortgage Capital Corporation (the "Issuer") pursuant to an Agreement and Plan of Merger, dated as of August 8, 2023, entered into by and among the Issuer, MITT, AGMIT Merger Sub, LLC, a wholly owned subsidiary of MITT ("Merger Sub"), and solely for the limited purposes set forth in the Merger Agreement, AG REIT Management, LLC ("MITT Manager") (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with Merger Sub surviving such merger as a subsidiary of MITT (the "Merger").
F2	Reflects adjusted amounts related to a previous reverse stock split and reconciliation of the Issuer's records.
F3	At the effective time of the Merger (the "Effective Time"), each outstanding share of the Issuer common stock (other than certain excluded shares) automatically converted into the right to receive 1.498 validly issued, fully-paid and nonassessable shares of MITT common stock, and $0.92 in cash from MITT Manager, subject to any applicable withholding taxes.