Dynex Capital Inc. Amends ATM Distribution Agreement, Adds 80M Shares

What Happened

• Dynex Capital, Inc. (DX) filed an 8-K (Item 1.01) on July 28, 2026 announcing Amendment No. 10 to its distribution agreement with multiple sales agents. The amendment increases the number of shares available for sale through its at‑the‑market (ATM) program by 80,000,000 shares to a new total of 301,292,973 shares. As of the filing, 99,326,438 shares remain available for issuance under the amended agreement.
• The Shares will be offered as “at‑the‑market offerings” under Rule 415(a)(4) and will be issued pursuant to the Company’s Form S‑3 registration statement (File No. 333-289004). A prospectus supplement dated July 28, 2026 was filed in connection with the amended program.

Key Details

• Amendment date: July 28, 2026 (Amendment No. 10 to the distribution agreement first dated June 29, 2018).
• Increase: +80,000,000 shares; total available under agreement: 301,292,973 shares; remaining available now: 99,326,438 shares.
• Sales agents include major broker-dealers (e.g., Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and others); the company paid, and expects to pay, customary fees and commissions.
• Legal and tax opinions: Exhibits include counsel opinions from Morrison & Foerster LLP on legality (Ex. 5.1) and certain U.S. federal income tax matters (Ex. 8.1).

Why It Matters

• This amendment expands Dynex’s ability to raise equity capital on an as‑needed, flexible basis through its ATM program. That gives the company a ready mechanism to sell shares into the market over time rather than via a single large offering.
• For investors, increased ATM capacity means potential dilution if and when the company sells additional shares, but it also provides Dynex with a tool to raise funds for operations, investments, debt management, or other corporate needs without negotiating a large primary offering in advance.
• The filing does not commit to any specific sales, timing, or uses of proceeds—only that the company now has an increased authorization and has filed the related prospectus supplement.