0001273685-16-000084 Sample Contracts

New York Mortgage Trust, Inc.Up to $75,000,000 Common Stock7.75% Series B Cumulative Redeemable Preferred StockEQUITY DISTRIBUTION AGREEMENTDated: August 25, 2016
Equity Distribution Agreement • August 25th, 2016 • New York Mortgage Trust Inc • Real estate investment trusts • New York

Exhibit A – Form of Placement Notice Exhibit B – Authorized Individuals for Placement Notices and Acceptances Exhibit C – Compensation Exhibit D-1 – Form of Corporate Opinion of Company Corporate Counsel Exhibit D-2 – Form of Opinion of Company Maryland Counsel Exhibit E – Form of Tax Opinion of Company Special Counsel Exhibit F – Officer’s Certificate Exhibit G – Issuer Free Writing Prospectuses Exhibit H – Certain Subsidiaries

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AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • August 25th, 2016 • New York Mortgage Trust Inc • Real estate investment trusts • New York
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