Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity

v3.22.0.1
Stockholders' Equity
 12 Months Ended
Dec. 31, 2021
Equity [Abstract]  
Stockholders' Equity Stockholders’ Equity
Redeemable Preferred Stock
The following is a summary of the Company’s series of cumulative redeemable preferred stock issued and outstanding as of December 31, 2021. In the event of a voluntary or involuntary liquidation, dissolution or winding up of the Company, each series of preferred stock will rank on parity with one another and rank senior to the Company's common stock with respect to the payment of the dividends and the distribution of assets.
(dollars in thousands)
Class of Stock Issuance Date Shares Issued and Outstanding Carrying Value Contractual Rate
Redemption Eligible Date (1)
Fixed to Floating Rate Conversion Date (2)
Floating Annual Rate (3)
Series A March 14, 2017 5,750,000  $ 138,872  8.125  % April 27, 2027 April 27, 2027
3M LIBOR + 5.660%
Series B July 19, 2017 11,500,000  278,094  7.625  % July 27, 2027 July 27, 2027
3M LIBOR + 5.352%
Series C November 27, 2017 11,800,000  285,584  7.250  % January 27, 2025 January 27, 2025
3M LIBOR + 5.011%
Total 29,050,000  $ 702,550 
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(1)Subject to the Company’s right under limited circumstances to redeem the preferred stock earlier than the redemption eligible date disclosed in order to preserve its qualification as a REIT or following a change in control of the Company.
(2)The dividend rate on the fixed-to-floating rate redeemable preferred stock will remain at an annual fixed rate of the $25.00 per share liquidation preference from the issuance date up to but not including the transition date disclosed within. Effective as of the fixed-to-floating rate conversion date and onward, dividends will accumulate on a floating rate basis according to the terms disclosed within (3) below.
(3)On and after the fixed-to-floating rate conversion date, the dividend will accumulate and be payable quarterly at a percentage of the $25.00 per share liquidation preference equal to an annual floating rate of three-month LIBOR plus the spread indicated within each preferred class. Each series that becomes callable at the time the stock begins to pay a LIBOR-based rate has existing LIBOR cessation fallback language.

For each series of preferred stock, the Company may redeem the stock on or after the redemption date in whole or in part, at any time or from time to time. The Company may also purchase shares of preferred stock from time to time in the open market by tender or in privately negotiated transactions. Each series of preferred stock has a par value of $0.01 per share and a liquidation and redemption price of $25.00, plus any accumulated and unpaid dividends thereon up to, but excluding, the redemption date. Through December 31, 2021, the Company had declared and paid all required quarterly dividends on the Company’s preferred stock.
On February 4, 2021, the Company announced the redemption of all outstanding shares of the Company’s 7.75% Series D Cumulative Redeemable Preferred Stock and 7.5% Series E Cumulative Redeemable Preferred Stock. The redemption date for each series was March 15, 2021 and holders of record as of such date received the redemption payment of $25.00, plus any accumulated and unpaid dividends thereon up to, but excluding, the redemption date.
Common Stock
Public Offerings
On July 14, 2021, the Company completed a public offering of 40,000,000 shares of its common stock. The underwriters purchased the shares from the Company at a price of $6.42 per share, for net proceeds to the Company of approximately $256.5 million after deducting offering expenses. The underwriters did not exercise any portion of their 30-day overallotment option to purchase up to 6,000,000 additional shares.
On October 28, 2021, the Company completed a public offering of 30,000,000 shares of its common stock. The underwriters purchased the shares from the Company at a price of $6.468 per share, for net proceeds to the Company of approximately $193.7 million after deducting offering expenses. The underwriters did not exercise any portion of their 30-day overallotment option to purchase up to 4,500,000 additional shares.
As of December 31, 2021, the Company had 343,911,324 shares of common stock outstanding. The following table presents a reconciliation of the common shares outstanding for the years ended December 31, 2021, 2020 and 2019:
Number of common shares
Common shares outstanding, December 31, 2018 248,085,721 
Issuance of common stock 24,439,436 
Repurchase of common stock (1,500)
Non-cash equity award compensation (1)
412,074 
Common shares outstanding, December 31, 2019 272,935,731 
Issuance of common stock 61,225 
Repurchase of common stock (105,300)
Non-cash equity award compensation (1)
812,226 
Common shares outstanding, December 31, 2020 273,703,882 
Issuance of common stock 70,065,019 
Repurchase of common stock — 
Non-cash equity award compensation (1)
142,423 
Common shares outstanding, December 31, 2021 343,911,324 
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(1)See Note 17 - Equity Incentive Plans for further details regarding the Company’s Equity Incentive Plans.

Distributions to Stockholders
The following table presents cash dividends declared by the Company on its preferred and common stock during the years ended December 31, 2021, 2020 and 2019:

Year Ended
December 31,
(dollars in thousands) 2021 2020 2019
Class of Stock Amount Per Share Amount Per Share Amount Per Share
Series A Preferred Stock $ 11,680  $ 2.04  $ 11,680  $ 2.04  $ 11,680  $ 2.04 
Series B Preferred Stock $ 21,921  $ 1.92  $ 21,922  $ 1.92  $ 21,921  $ 1.92 
Series C Preferred Stock $ 21,388  $ 1.80  $ 21,388  $ 1.80  $ 21,388  $ 1.80 
Series D Preferred Stock (1)
$ 969  $ 0.32  $ 5,812  $ 1.92  $ 5,812  $ 1.92 
Series E Preferred Stock (1)
$ 2,500  $ 0.31  $ 15,000  $ 1.88  $ 15,000  $ 1.88 
Common Stock
 $ 205,623  $ 0.68  $ 136,842  $ 0.50  $ 455,721  $ 1.67 
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(1)On March 15, 2021, the Company redeemed all outstanding shares of the Company’s Series D Preferred Stock and Series E Preferred Stock. Holders of record as of such date received the redemption payment of $25.00, plus any accumulated and unpaid dividends thereon up to, but excluding, the redemption date.

On March 24, 2020, as a result of the volatile market conditions related to the COVID-19 pandemic, the Company announced that it had suspended its first quarter 2020 preferred and common stock dividends in order to preserve liquidity and long-term stockholder value. Subsequently, on April 6, 2020, the Company’s board of directors declared its first quarter 2020 preferred stock dividends, as well as an interim common stock dividend of $0.05 per share. Pursuant to their terms, all unpaid dividends on the Company’s preferred stock accrue without interest.
Dividend Reinvestment and Direct Stock Purchase Plan
The Company sponsors a dividend reinvestment and direct stock purchase plan through which stockholders may purchase additional shares of the Company’s common stock by reinvesting some or all of the cash dividends received on shares of the Company’s common stock. Stockholders may also make optional cash purchases of shares of the Company’s common stock subject to certain limitations detailed in the plan prospectus. The plan allows for the issuance of up to an aggregate of 3,750,000 shares of the Company’s common stock. As of December 31, 2021, 384,032 shares have been issued under the plan for total proceeds of approximately $5.7 million, of which 52,819, 61,225 and 42,136 shares were issued for total proceeds of $0.4 million, $0.4 million and $0.6 million during the years ended December 31, 2021, 2020 and 2019, respectively.
Share Repurchase Program
The Company’s share repurchase program allows for the repurchase of up to an aggregate of 37,500,000 shares of the Company’s common stock. Shares may be repurchased from time to time through privately negotiated transactions or open market transactions, pursuant to a trading plan in accordance with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended, or the Exchange Act, or by any combination of such methods. The manner, price, number and timing of share repurchases are subject to a variety of factors, including market conditions and applicable SEC rules. The share repurchase program does not require the purchase of any minimum number of shares, and, subject to SEC rules, purchases may be commenced or suspended at any time without prior notice. The share repurchase program does not have an expiration date. As of December 31, 2021, a total of 12,174,300 shares had been repurchased by the Company under the program for an aggregate cost of $201.5 million; of these, 105,300 and 1,500 shares were repurchased for a total cost of $1.1 million and $19 thousand during the years ended December 31, 2020 and 2019, respectively. No shares were repurchased during the year ended December 31, 2021.
At-the-Market Offerings
The Company is party to an amended and restated equity distribution agreement under which the Company is authorized to sell up to an aggregate of 35,000,000 shares of its common stock from time to time in any method permitted by law deemed to be an “at the market” offering as defined in Rule 415 under the Securities Act of 1933, as amended, or the Securities Act. As of December 31, 2021, 7,502,435 shares of common stock had been sold under the equity distribution agreements for total accumulated net proceeds of approximately $128.7 million, of which 12,200 and 3,697,300 shares were sold for net proceeds of $0.1 million and $51.0 million during the years ended December 31, 2021 and 2019, respectively. No shares were sold during the year ended December 31, 2020.

Accumulated Other Comprehensive Income
Accumulated other comprehensive income at December 31, 2021 and December 31, 2020 was as follows:
(in thousands) December 31,
2021		 December 31,
2020
Available-for-sale securities:
Unrealized gains $ 208,619  $ 661,734 
Unrealized losses (22,273) (20,133)
Accumulated other comprehensive income $ 186,346  $ 641,601 
Reclassifications out of Accumulated Other Comprehensive Income
The Company reclassifies unrealized gains and losses on AFS securities in accumulated other comprehensive income to net income (loss) upon the recognition of any other-than-temporary impairments and realized gains and losses on sales, net of income tax effects, as individual securities are impaired or sold. The following table summarizes reclassifications out of accumulated other comprehensive income for the years ended December 31, 2021, 2020 and 2019:
Affected Line Item in the Statements of Comprehensive Income (Loss)
Amount Reclassified out of Accumulated Other Comprehensive Income
Year Ended
(in thousands) December 31,
2021 2020 2019
Other-than-temporary impairments on AFS securities
Total other-than-temporary impairment losses
 $ —  $ —  $ 14,312 
Realized gains on sales of certain AFS securities, net of tax
Gain (loss) on investment securities
 (135,561) (530,462) (232,075)
Total $ (135,561) $ (530,462) $ (217,763)