TWO HARBORS INVESTMENT CORP. 8-K

What Happened
Two Harbors Investment Corp. (TWO) reported in an 8-K filed July 6, 2026 that its common stockholders approved the proposed merger with CrossCountry Intermediate Holdco, LLC (CCM) and CCM’s wholly owned Merger Sub (the “CCM Merger”) at a virtual special meeting held July 2, 2026. A definitive proxy statement was first mailed on or about April 20, 2026; the record date for the meeting was April 15, 2026.

Key Details

• Record date and quorum: 105,046,333 shares outstanding as of April 15, 2026; 78,826,302 shares (≈75%) were represented at the meeting.
• CCM Merger Proposal vote: For 54,297,767; Against 23,570,833; Abstain 957,703.
• Non-binding compensation advisory (regarding merger-related executive pay): For 26,222,281; Against 50,332,251; Abstain 2,271,771 (majority voted against).
• Adjournment Proposal: For 52,364,007; Against 25,267,395; Abstain 1,194,901 — adjournment was not needed despite carrying enough votes.
• Brokers holding shares in “street name” had no discretionary votes on these non-routine proposals, so there were no broker non-votes.
• TWO issued a press release on July 2, 2026 announcing the meeting results (Exhibit 99.1).

Why It Matters
Shareholder approval is a key milestone toward completing the CCM Merger; however, the merger’s closing still depends on the satisfaction of the remaining conditions in the merger agreement. The non-binding advisory vote rejecting the proposed merger-related executive compensation is a notable investor signal, though it is advisory and not binding on the parties. Investors should watch subsequent filings for updates on closing conditions, timing, and any litigation or regulatory developments described in TWO’s future reports.