0001047469-17-004135 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • June 20th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York

Granite Point Mortgage Trust Inc., a Maryland 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 10,000,000 shares of Common Stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,500,000 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”.

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DIRECTOR DESIGNATION AGREEMENT
Director Designation Agreement • June 20th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • Maryland

This DIRECTOR DESIGNATION AGREEMENT (the “Agreement”), dated as of June 14, 2017, is entered into by and among Granite Point Mortgage Trust Inc., a Maryland corporation (the “Company”), and Two Harbors Investment Corp., a Maryland corporation (“Two Harbors”).

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