Two Harbors (TWO) CLO Rebecca Sandberg Sells 406,688 Shares

What Happened
Rebecca B. Sandberg, Chief Legal Officer of Two Harbors Investment Corp. (TWO), had 168,271 shares deemed received on Aug 25, 2026 in connection with the vesting of performance share units (PSUs) and, on the same date, a disposition to the issuer of 406,688 shares at $12.00 per share, resulting in cash proceeds of $4,880,256. These transactions arose from the Agreement and Plan of Merger with CrossCountry Intermediate Holdco, LLC (CCM), under which each outstanding TWO share was converted into the right to receive $12.00 in cash.

Key Details

• Transaction date: 2026-08-25 (reported on Form 4 filed 2026-08-25).
• Acquisition: 168,271 shares @ $0.00 (A) — deemed received from vested PSUs (footnote F1).
• Disposition: 406,688 shares @ $12.00 (D) — $4,880,256 total merger consideration (footnotes F2, F4).
• Shares owned after transaction: Form 4 does not list continuing holdings; per the merger, TWO common stock outstanding was cancelled and converted into cash consideration.
• Notable footnotes: F1 = PSUs vested and deemed received; F2 = merger converted each TWO share into $12 cash; F3 references RSUs included; F4 = RSUs/PSUs were converted/cancelled and converted into the right to receive merger consideration.
• Filing timeliness: Form filed same day as the transactions (no late filing indicated).

Context
These were not open-market purchases or optional exercises but merger-related conversions and payouts: RSUs/PSUs were converted/cancelled and converted into cash per the CCM Merger Agreement, and shares were surrendered for the $12 per-share merger consideration. Dispositions to the issuer in a merger are typically transaction-driven (deal consideration) rather than routine insider sell signals.