BOSTON BYRON L 4

What Happened
Byron L. Boston, Co-CEO and Chairman of Dynex Capital (DX), was issued 86,579 shares on February 28, 2026 upon vesting of performance stock units (PSUs). To satisfy tax-withholding obligations, 34,069 shares and 29,002 shares were withheld (reported as disposals) at $14.03 per share, generating $477,988 and $406,898 respectively (total $884,886). Net shares delivered to Mr. Boston after withholding: 23,508.

Key Details

• Transaction date: 2026-02-28; Form 4 filed 2026-03-03.
• Award (code A): 86,579 shares acquired @ $0.00 (vesting of PSUs).
• Withholding (code F): 34,069 shares @ $14.03 = $477,988 and 29,002 shares @ $14.03 = $406,898 (total withheld 63,071 shares; total value $884,886).
• Net shares retained by insider after withholding: 23,508.
• Shares owned after the transactions: not disclosed in the provided filing details.
• Footnotes: F1 indicates PSUs granted in 2023 with a three‑year performance period ending 12/31/2025; F2 notes inclusion of restricted stock units; F3/F4 confirm the withheld shares were to satisfy tax withholding on vested PSUs/RSUs.
• No indication in the provided data that the filing was late.

Context
This was not an open‑market sale or purchase. The transactions reflect vesting of equity awards (PSUs/RSUs) and a customary cashless tax withholding where shares are retained by the company to cover tax liabilities. Such withholdings are routine and do not necessarily signal a change in the insider’s view of the company.