DYNEX CAPITAL, INC. 7.875% Senior Notes due July 15, 2002 UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • July 18th, 1997 • Dynex Capital Inc • Real estate investment trusts • New York
DYNEX CAPITAL, INC. (A Virginia corporation) 2,000,000 Shares of 8.50% Series A Cumulative Redeemable Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 31st, 2012 • Dynex Capital Inc • Real estate investment trusts • New York
This certificate is to assist each of the Underwriters and their counsel in conducting and documenting their investigation of the affairs of the Company in connection with the offering of the shares of Series A Preferred Stock.
Exhibit 10.8 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, dated as of August 31, 1996, is between Dynex Capital, Inc. a Virginia corporation (the "Company"), and William J. Moore (the "Executive"). In consideration of the mutual covenants and...Employment Agreement • March 24th, 1997 • Resource Mortgage Capital Inc/Va • Real estate investment trusts • Virginia
DYNEX CAPITAL, INC. 3,500,000 Shares of Common Stock Underwriting AgreementDynex Capital Inc • March 5th, 2021 • Real estate investment trusts • New York
Dynex Capital, Inc., a Virginia corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,500,000 shares (the “Underwritten Shares”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”), and, at the option of the Underwriters, up to an additional 525,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”. For purposes of this underwriting agreement (this “Agreement”), the term Representatives as used herein shall mean you and shall mean the singular.
Exhibit 3.1 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this "Agreement"), dated as of June __, 1998, is by and between Dynex Holding, Inc., a company organized and existing under the laws of the Commonwealth of Virginia ("Grantee"); Messrs....Stock Option Agreement • June 19th, 1998 • Dynex Capital Inc • Real estate investment trusts • Virginia
THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF CEDE & CO., AS A NOMINEE OF THE DEPOSITORY TRUST COMPANY ("DTC"). THIS GLOBAL SECURITY IS EXCHANGEABLE FOR SECURITIES...Dynex Capital Inc • July 18th, 1997 • Real estate investment trusts • New York
ANDIndenture • July 18th, 1997 • Dynex Capital Inc • Real estate investment trusts • New York
EXHIBIT 1.1 1,600,000 Shares RESOURCE MORTGAGE CAPITAL, INC. Series C 9.73% Cumulative Convertible Preferred Stock UNDERWRITING AGREEMENTResource Mortgage Capital Inc/Va • October 15th, 1996 • Real estate investment trusts • Maryland
DYNEX CAPITAL, INC. 4,000,000 Shares UNDERWRITING AGREEMENTUnderwriting Agreement • February 19th, 2020 • Dynex Capital Inc • Real estate investment trusts • New York
Dynex Capital, Inc., a Virginia corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 4,000,000 shares (the “Underwritten Shares”) of 6.900% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock of the Company (the “Preferred Stock”) and, at the option of the Underwriters, up to an additional 600,000 shares of Preferred Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The Shares shall be established by Articles of Amendment to the Restated Articles of Incorporation of the Company (the “Articles of Amendment”).
DYNEX CAPITAL, INC. (A Virginia corporation) 2,000,000 Shares of 7.625% Series B Cumulative Redeemable Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 16th, 2013 • Dynex Capital Inc • Real estate investment trusts • New York
DISTRIBUTION AGREEMENTDistribution Agreement • June 29th, 2018 • Dynex Capital Inc • Real estate investment trusts • New York
Dynex Capital, Inc., a Virginia corporation (the “Company”), confirms its agreement with each of J.P. Morgan Securities LLC and JMP Securities LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each an “Agent” or collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of up to 10,000,000 shares (the “Maximum Number”) of Common Stock, $0.01 par value per share (the “Common Stock”), of the Company on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
JOINT FILING AGREEMENTJoint Filing Agreement • June 19th, 1998 • Dynex Capital Inc • Real estate investment trusts
In accordance with Rule 13d-1(k)(1)(iii) of Regulation 13D-G of the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D with respect to the Common Stock, no par value, of AutoBond Acceptance Corporation, and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument. IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this 19th day of June, 1998.
DYNEX CAPITAL, INC. 3,000,000 SHARES CONTROLLED EQUITY OFFERINGSM SALES AGREEMENTSales Agreement • March 16th, 2009 • Dynex Capital Inc • Real estate investment trusts • New York
DYNEX CAPITAL, INC., a Virginia corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co”), as follows:
amongAsset Purchase Agreement • May 20th, 2005 • Dynex Capital Inc • Real estate investment trusts • New York
EMPLOYMENT AGREEMENTEmployment Agreement • October 30th, 2023 • Dynex Capital Inc • Real estate investment trusts • Virginia
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of this 27th day of October, 2023 (the “Effective Date”), by and between Dynex Capital, Inc., a Virginia corporation (the “Company”), and Byron L. Boston (“Executive”).
ContractMaster Repurchase and Securities Contract • August 8th, 2012 • Dynex Capital Inc • Real estate investment trusts • New York
THIS MASTER REPURCHASE AND SECURITIES CONTRACT, dated as of August 6, 2012 (this “Agreement”), is made by and between ISSUED HOLDINGS CAPITAL CORPORATION, a Virginia corporation (“Seller”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (as more specifically defined below, “Buyer”). Seller and Buyer (each also a “Party”) hereby agree as follows:
AMENDMENT NO. 5 TO MASTER REPURCHASE AND SECURITIES CONTRACTMaster Repurchase and Securities Contract • August 6th, 2019 • Dynex Capital Inc • Real estate investment trusts • New York
AMENDMENT NO. 5 TO MASTER REPURCHASE AND SECURITIES CONTRACT, dated as of May 10, 2019 (this “Amendment”), between and among ISSUED HOLDINGS CAPITAL CORPORATION, a Virginia corporation (the “Seller”), WELLS FARGO BANK, N.A., a national banking association, as buyer (in such capacity, the “Buyer”) and DYNEX CAPITAL, INC., a Virginia corporation having its principal place of business at 4991 Lake Brook Drive, Suite 100, Glen Allen, VA 23060 (“Guarantor”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement.
DYNEX CAPITAL, INC. FORM OF RESTRICTED STOCK AGREEMENT FOR NON-EMPLOYEE DIRECTORSRestricted Stock Agreement • August 2nd, 2021 • Dynex Capital Inc • Real estate investment trusts • Virginia
THIS AGREEMENT, dated this <<grant date>> is entered into by and between DYNEX CAPITAL, INC. (the “Company”), and <<name>> (“Participant”). Capitalized terms used in this Agreement shall have the meanings assigned to such terms in the Dynex Capital, Inc. 2020 Stock and Incentive Plan (the “Plan”), unless this Agreement provides, or the context requires, otherwise.
GUARANTEE AGREEMENTGuarantee Agreement • August 8th, 2012 • Dynex Capital Inc • Real estate investment trusts • New York
GUARANTEE AGREEMENT, dated as of August 6, 2012 (as amended, restated, supplemented, or otherwise modified from time to time, this “Guarantee”), made by DYNEX CAPITAL, INC., a Virginia corporation having its principal place of business at 4991 Lake Brook Drive, Suite 100, Glen Allen, VA 23060 (“Guarantor”), in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”).
DYNEX CAPITAL, INC. AMENDED AND RESTATED EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • April 3rd, 2017 • Dynex Capital Inc • Real estate investment trusts • New York
Reference is made to the Equity Distribution Agreement, dated as of June 24 2010, as amended as of December 23, 2011 (the “Original Agreement”), by and between DYNEX CAPITAL, INC., a Virginia corporation (the “Company”), and JMP SECURITIES LLC (“JMP”), pursuant to which the Company proposed to issue and sell through JMP, acting as agent, from time to time during the term of the Original Agreement, on the terms and subject to the conditions set forth in the Original Agreement, up to 8,000,000 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), of which shares 7,416,520 shares remain unissued and unsold. The Company and JMP wish to amend and restate the Original Agreement in its entirety as provided hereby.
ContractEmployment Agreement • March 16th, 2010 • Dynex Capital Inc • Real estate investment trusts • Virginia
DYNEX CAPITAL, INC. PERFORMANCE UNIT AWARD2020 Stock and Incentive Plan • April 26th, 2024 • Dynex Capital Inc • Real estate investment trusts
This Performance Unit Award Agreement (this “Agreement”) is made as of__________, 2023 (the “Grant Date”), by Dynex Capital, Inc., a Virginia corporation (the “Company”), to ____________, a Key Employee of the Company (the “Participant”). Defined terms used in this Agreement without definition shall have the meanings ascribed to them in the Plan (as defined below).
DYNEX CAPITAL, INC. RESTRICTED STOCK UNIT AWARD2020 Stock and Incentive Plan • April 26th, 2024 • Dynex Capital Inc • Real estate investment trusts
This Restricted Stock Unit Award Agreement (this “Agreement”) is made as of [_____________], 2024 (the “Grant Date”), by Dynex Capital, Inc., a Virginia corporation (the “Company”), to [_____________], a Key Employee of the Company (the “Participant”).
DYNEX CAPITAL, INC. FORM OF RESTRICTED STOCK UNIT AWARDRestricted Stock Unit Award • February 28th, 2022 • Dynex Capital Inc • Real estate investment trusts
This Restricted Stock Unit Award Agreement (this “Agreement”) is made as of <<date>> (the “Grant Date”), by Dynex Capital, Inc., a Virginia corporation (the “Company”), to <<name>>, a Key Employee of the Company (the “Participant”).
AMENDMENT NO. 4 TO DISTRIBUTION AGREEMENTDistribution Agreement • February 10th, 2023 • Dynex Capital Inc • Real estate investment trusts • New York
AMENDMENT NO. 6 TO MASTER REPURCHASE AND SECURITIES CONTRACTMaster Repurchase and Securities Contract • June 13th, 2019 • Dynex Capital Inc • Real estate investment trusts • New York
AMENDMENT NO. 6 TO MASTER REPURCHASE AND SECURITIES CONTRACT, dated as of June 11, 2019 (this “Amendment”), between and among ISSUED HOLDINGS CAPITAL CORPORATION, a Virginia corporation (the “Seller”), WELLS FARGO BANK, N.A., a national banking association, as buyer (in such capacity, the “Buyer”) and DYNEX CAPITAL, INC., a Virginia corporation having its principal place of business at 4991 Lake Brook Drive, Suite 100, Glen Allen, VA 23060 (“Guarantor”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement.
6,000,000 Shares Dynex Capital, Inc. Common Stock Underwriting Agreement dated December 14, 2010 JMP SECURITIES LLCUp Agreement • December 17th, 2010 • Dynex Capital Inc • Real estate investment trusts • New York
ARTICLE 1.Senior Note Agreement • June 19th, 1998 • Dynex Capital Inc • Real estate investment trusts • New York
AMENDMENT NO. 2 TO MASTER REPURCHASE AND SECURITIES CONTRACTMaster Repurchase and Securities Contract • February 11th, 2015 • Dynex Capital Inc • Real estate investment trusts • New York
AMENDMENT NO. 2 TO MASTER REPURCHASE AND SECURITIES CONTRACT, dated as of February 5, 2015 (this “Amendment”), between and among ISSUED HOLDINGS CAPITAL CORPORATION, a Virginia corporation (the “Seller”), WELLS FARGO BANK, N.A., a national banking association, as buyer (in such capacity, the “Buyer”) and DYNEX CAPITAL, INC., a Virginia corporation having its principal place of business at 4991 Lake Brook Drive, Suite 100, Glen Allen, VA 23060 (“Guarantor”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement.
DYNEX CAPITAL, INC. AMENDMENT TO RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 12th, 2015 • Dynex Capital Inc • Real estate investment trusts
Effective as of January 1, 2013, the Restricted Stock Agreement representing restricted stock and related rights awarded on the Award Date listed below under the 2009 Stock and Incentive Plan of Dynex Capital, Inc. (the “Company”) to the below named Employee is amended as follows (the “Amendment”):
SEVERANCE AGREEMENTSeverance Agreement • February 27th, 2008 • Dynex Capital Inc • Real estate investment trusts • Virginia
This AGREEMENT is made as of the 11th day of June, 2004, by and between Dynex Capital, Inc., a Virginia corporation (the “Company”), and Stephen J. Benedetti (the “Executive”).
ContractEquity Distribution Agreement • November 22nd, 2016 • Dynex Capital Inc • Real estate investment trusts • New York
November 21, 2016 DYNEX CAPITAL, INC.AS COMPANY,LADENBURG THALMANN & CO. INC. ANDJONESTRADING INSTITUTIONAL SERVICES LLCAS AGENTS _________________________________________________ EQUITY DISTRIBUTION AGREEMENT _________________________________________________
AMENDMENT NO. 1 TO GUARANTEE AGREEMENTGuarantee Agreement • November 6th, 2018 • Dynex Capital Inc • Real estate investment trusts • New York
AMENDMENT NO. 1 TO GUARANTEE AGREEMENT, dated as of September 13, 2018 (this “Amendment”), by and between DYNEX CAPITAL, INC., a Virginia corporation (“Guarantor”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as defined below).
ContractDirector Stock Option Agreement • August 22nd, 2005 • Dynex Capital Inc • Real estate investment trusts • Virginia
EMPLOYMENT AGREEMENTEmployment Agreement • November 9th, 2009 • Dynex Capital Inc • Real estate investment trusts • Virginia
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of this 31st day of July, 2009 by and between Dynex Capital, Inc., a Virginia corporation (the “Company”), and Byron Boston (“Executive”).
