TPG Mortgage Investment Trust Files 8-K

TL;DR

TPG REIT filed an 8-K for corporate changes and fiscal year update.

AI Summary

TPG Mortgage Investment Trust, Inc. (formerly AG Mortgage Investment Trust, Inc.) filed an 8-K on December 16, 2025, reporting amendments to its articles of incorporation or bylaws and a change in its fiscal year. The filing also includes Regulation FD disclosures and financial statements and exhibits. The company is a Real Estate Investment Trust based in New York.

Why It Matters

This filing indicates potential changes in the company's corporate structure or financial reporting periods, which could impact how investors analyze its performance.

Risk Assessment

Risk Level: low — The filing is procedural and relates to corporate governance and reporting, not immediate financial distress or significant operational changes.

Key Players & Entities

• TPG Mortgage Investment Trust, Inc. (company) — Filer
• AG Mortgage Investment Trust, Inc. (company) — Former company name
• Alexander Mortgage REIT, Inc. (company) — Former company name
• 20251215 (date) — Period of report
• 20251216 (date) — Filing date

FAQ

Key Financial Figures

• $0.01 — nge on which registered: Common Stock, $0.01 par value per share MITT New York Stock
• $0.23 — ard of directors declared a dividend of $0.23 per share of the Company's common stock

Filing Documents

• mitt-20251215.htm (8-K) — 40KB
• a8k-121625xexhibit31.htm (EX-3.1) — 7KB
• a8k-121625xexhibit32.htm (EX-3.2) — 142KB
• a8k-121625xexhibit991.htm (EX-99.1) — 11KB
• 0001628280-25-057427.txt ( ) — 428KB
• mitt-20251215.xsd (EX-101.SCH) — 4KB
• mitt-20251215_def.xml (EX-101.DEF) — 19KB
• mitt-20251215_lab.xml (EX-101.LAB) — 35KB
• mitt-20251215_pre.xml (EX-101.PRE) — 20KB
• mitt-20251215_htm.xml (XML) — 7KB

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On December 15, 2025, AG Mortgage Investment Trust, Inc. (the "Company") filed Articles of Amendment to the Company's charter (the "Amendment") with the Maryland State Department of Assessments and Taxation to change the Company's name from "AG Mortgage Investment Trust, Inc." to "TPG Mortgage Investment Trust, Inc.", effective as of 12:01 a.m., Eastern Time, on December 16, 2025. A copy of the Amendment is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference. In addition, on December 15, 2025, solely to reflect the change to the Company's name, the Company's board of directors approved and adopted an amendment and restatement of the Company's bylaws (the "Amended and Restated Bylaws"), to be effective concurrently with the effectiveness of the Amendment. All of the other provisions of the Company's bylaws shall remain in full force and effect. A copy of the Amended and Restated Bylaws is filed as Exhibit 3.2 to this Current Report on Form 8-K and incorporated herein by reference. The Company's shares of common stock will continue trading under the ticker symbol "MITT" on the New York Stock Exchange (the "NYSE") and the name change will take effect with the NYSE on December 26, 2025. In addition, the Company's outstanding series of preferred stock and senior notes will continue trading under their respective ticker symbols "MITT PrA", "MITT PrB", "MITT PrC", "MITN", and "MITP" on the NYSE.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On December 16, 2025, the Company issued a press release announcing its name change and an updated web address. The press release also announced that the Company's board of directors declared a dividend of $0.23 per share of the Company's common stock for the fourth quarter 2025. The dividend is payable on January 30, 2026 to shareholders of record at the close of business on December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. The information contained in this Item 7.01, including Exhibit 99.1, is being "furnished" and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in such filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Articles of Amendment of the Company, effective as of December 16, 2025 3.2 Amended and Restated Bylaws of the Company, effective as of December 16, 2025 99.1 Press release, dated as of December 16, 2025 104 Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: December 16, 2025 TPG MORTGAGE INVESTMENT TRUST, INC. By: /s/ JENNY B. NESLIN Name: Jenny B. Neslin Title: General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR