MFA FINANCIAL, INC.Underwriting Agreement • February 28th, 2020 • Mfa Financial, Inc. • Real estate investment trusts • New York
MFA Financial, Inc., a Maryland corporation (the “Company”), proposes to issue and sell, severally and not jointly, to the several underwriters listed in Schedule A hereto (collectively, the “Underwriters”), for whom Morgan Stanley & Co. LLC is acting as representative (the “Representative”), 11,000,000 shares (the “Firm Securities”) of 6.50% series C fixed-to-floating rate cumulative redeemable preferred stock, liquidation preference $25.00 per share (the “Series C Preferred Stock”), of the Company. In addition, solely to cover over-allotments, if any, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 1,650,000 shares of Series C Preferred Stock (the “Additional Securities”). The Firm Securities and the Additional Securities are hereinafter collectively sometimes referred to as the “Securities.” The Securities are described in the Prospectus which is referred to below. The Securities will be established by the Articles Supple
