Rebecca Sandberg - Jan 8, 2024 Form 4 Insider Report for TWO HARBORS INVESTMENT CORP. (TWO)

Role
Chief Legal Officer
Signature
/s/ Rebecca B. Sandberg
Stock symbol
TWO
Transactions as of
Jan 8, 2024
Transactions value $
-$48,418
Form type
4
Date filed
1/10/2024, 05:35 PM
Previous filing
May 23, 2023
Next filing
Jan 18, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TWO Common stock, par value $0.01 per share Award $0 +25.6K +27.3% $0.00 119K Jan 8, 2024 Direct F1
transaction TWO Common stock, par value $0.01 per share Award $0 +7.4K +6.2% $0.00 127K Jan 8, 2024 Direct F2
transaction TWO Common stock, par value $0.01 per share Sale -$48.4K -3.45K -2.72% $14.05 123K Jan 9, 2024 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Represents restricted stock units ("RSUs") granted to the reporting person under the Two Harbors Investment Corp. 2021 Equity Incentive Plan ("The Plan"). The awards were received as a grant for no consideration. The common stock underlying the RSUs will vest, subject to certain limitations, in equal installments on January 8, 2025, 2026 and 2027.
F2 Represents shares of common stock received by the reporting person in connection with the vesting of performance share units ("PSUs") previously granted to the reporting person under the Plan.
F3 The reporting person sold shares to satisfy income tax liabilities incurred as a result of the vesting of the PSUs. The sale reported on this Form 4 was effected pursuant to trading instructions given by the reporting person on August 3, 2023 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.