AMONG ELLINGTON RESIDENTIAL MORTGAGE REIT, THE SECURITYHOLDERS FROM TIME TO TIME PARTY HERETO AND ELLINGTON RESIDENTIAL MORTGAGE MANAGEMENT LLCShareholders' Agreement • June 11th, 2013 • Ellington Residential Mortgage REIT • Real estate investment trusts • Maryland
This Shareholders' Agreement (as amended, modified or supplemented in accordance with the terms hereof, this “Agreement”) is entered into as of May 6, 2013, by and among Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), Blackstone Tactical Opportunities EARN Holdings L.L.C., a Delaware limited liability company (the “Sponsor”), EMG Holdings, L.P., a Delaware limited partnership (“Ellington” and together with the Sponsor, the “Investors”), any other securityholders of the Company or Unit holders of the Operating Partnership who become party to this Agreement from time to time pursuant to the terms hereof (together with the Investors, the “Securityholders”) and Ellington Residential Mortgage Management LLC, a Delaware limited liability company (“ERM”). Except as otherwise provided herein, this Agreement replaces and supersedes that certain Investment and Securityholders' Agreement, dated as of September 24, 2012, by and among the Company, the I
