Ellington Credit Co Files 8-K
Ticker: EARN · Form: 8-K · Filed: Apr 19, 2024 · CIK: 1560672
| Field | Detail |
|---|---|
| Company | Ellington Credit CO (EARN) |
| Form Type | 8-K |
| Filed Date | Apr 19, 2024 |
| Risk Level | low |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, filing-update, financials
TL;DR
Ellington Credit Co filed an 8-K on 4/18, updating bylaws and financials.
AI Summary
Ellington Credit Company filed an 8-K on April 18, 2024, reporting an amendment to its articles of incorporation or bylaws, an other event, and financial statements and exhibits. The company, previously known as Ellington Residential Mortgage REIT, is incorporated in Maryland and has its principal executive offices in Old Greenwich, CT.
Why It Matters
This filing indicates updates to the company's foundational documents and potentially new financial information, which could impact investors' understanding of its structure and performance.
Risk Assessment
Risk Level: low — The filing is a routine corporate disclosure and does not appear to contain any immediately alarming information.
Key Numbers
- 001-35896 — SEC File Number (Identifies the company's filing with the SEC.)
- 46-0687599 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- Ellington Credit Company (company) — Registrant
- Ellington Residential Mortgage REIT (company) — Former company name
- Maryland (jurisdiction) — State of incorporation
- Old Greenwich, CT (location) — Principal executive offices
- April 18, 2024 (date) — Date of earliest event reported
FAQ
What specific amendments were made to the articles of incorporation or bylaws?
The filing indicates amendments were made, but the specific details of these changes are not provided in the provided text.
What is the nature of the 'Other Events' reported?
The filing mentions 'Other Events' as a reported item, but the specific nature of these events is not detailed in the provided text.
What financial statements and exhibits are included with this filing?
The filing lists 'Financial Statements and Exhibits' as an item, but the specific content of these documents is not detailed in the provided text.
When did Ellington Credit Company change its name from Ellington Residential Mortgage REIT?
The date of the name change from Ellington Residential Mortgage REIT to Ellington Credit Company was October 18, 2012.
What is the company's fiscal year end?
The company's fiscal year ends on December 31st.
Filing Stats: 755 words · 3 min read · ~3 pages · Grade level 11.5 · Accepted 2024-04-19 08:04:23
Key Financial Figures
- $0.01 — Common Shares of Beneficial Interest, $0.01 par value per share EARN The New York
Filing Documents
- earn-20240418.htm (8-K) — 28KB
- exhibit31articlesofamendme.htm (EX-3.1) — 8KB
- exhibit32thirdarbylaws.htm (EX-3.2) — 119KB
- exhibit991-pressrelease.htm (EX-99.1) — 5KB
- 0001560672-24-000032.txt ( ) — 319KB
- earn-20240418.xsd (EX-101.SCH) — 2KB
- earn-20240418_lab.xml (EX-101.LAB) — 22KB
- earn-20240418_pre.xml (EX-101.PRE) — 13KB
- earn-20240418_htm.xml (XML) — 3KB
03. Amendments to the Articles of Incorporation or Bylaws; Changes in Fiscal Year
Item 5.03. Amendments to the Articles of Incorporation or Bylaws; Changes in Fiscal Year. On April 18, 2024, the board of trustees (the "Board") of Ellington Residential Mortgage REIT (the "Company") adopted Articles of Amendment for the purpose of amending the Company's current declaration of trust in order to change its corporate name to "Ellington Credit Company" from "Ellington Residential Mortgage REIT." The Company filed the Articles of Amendment with the State Department of Assessments and Taxation of Maryland implementing the change in the Company's name, to be effective as of April 19, 2024. A copy of the Articles of Amendment is attached hereto as Exhibit 3.1 to this Current Report on Form 8-K. In addition, on April 18, 2024, the Board unanimously approved the Third Amended and Restated Bylaws (the "A&R Bylaws") of the Company, to be effective as of April 19, 2024. The A&R Bylaws delete any reference to "Ellington Residential Mortgage REIT" and insert "Ellington Credit Company" in lieu thereof. All of the other provisions of the Company's bylaws shall remain in full force and effect. A copy of the A&R Bylaws is attached hereto as Exhibit 3.2 to this Current Report on Form 8-K. The common shares of beneficial interest, $0.01 par value per share, of the Company will continue trading under the ticker symbol "EARN" on the New York Stock Exchange (the "NYSE") and the name change will take effect with NYSE on April 29, 2024. Further, the Company's name change does not affect the rights of the Company's shareholders and outstanding share certificates of the Company are not affected by the name change; they continue to be valid and need not be exchanged.
01. Other Events
Item 8.01. Other Events. On April 19, 2024, the Company issued a press release announcing that it has rebranded itself as part of its strategic transformation to focus on collateralized loan obligations, including a change of its name to "Ellington Credit Company" and an update to its web address. A copy of the press release is filed herewith as Exhibit 99.1 to this current report on Form 8-K and the information related to the name and website change is incorporated herein by reference.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. 3.1 Articles of Amendment 3.2 Third Amended and Restated Bylaws 99.1 Press Release dated April 19 . 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ELLINGTON RESIDENTIAL MORTGAGE REIT Dated: April 19, 2024 By: /s/ Christopher Smernoff Christopher Smernoff Chief Financial Officer