Vranos Michael W 4
4 · Ellington Financial Inc. · Filed May 13, 2026
Research Summary
AI-generated summary of this filing
Ellington Financial (EFC) Co‑CIO Michael Vranos Receives 161,934 Shares
What Happened
Michael W. Vranos, Co‑Chief Investment Officer of Ellington Financial Inc. (EFC), is reported to have acquired 161,934 shares of EFC common stock on 2026-05-11. The shares were issued in connection with an incentive fee payable to the company's external manager and are recorded at $0.00 per share (transaction code J — other acquisition/disposition). This was an issuance/award to the manager rather than an open‑market purchase or sale.
Key Details
- Transaction date: 2026-05-11; Form 4 filed: 2026-05-13 (timely: within two business days).
- Quantity and price: 161,934 shares issued at $0.00 per share.
- Transaction code: J (Other acquisition/disposition — issuance as incentive fee).
- Shares owned after transaction: Not specified in the provided summary of the filing.
- Notable footnotes:
- F1 — Shares were issued to Ellington Financial Management LLC (EFM) as the incentive fee for Q1 2026.
- F2 — Many manager shares are held by EMG Holdings, L.P. (EMGH) and EFM; Michael Vranos may be deemed a beneficial owner through his control roles (VC Investments LLC) but disclaims direct beneficial ownership except to the extent of any pecuniary interest. Additional footnotes (F3–F9) describe trust and partnership structures and convertible units that affect how certain holdings are held or convertible into common stock.
Context
These shares were issued to the external manager as a fee arrangement, not bought on the open market; a $0 per‑share record reflects issuance rather than purchase price. Such transactions typically reflect compensation or fee settlement and do not, by themselves, indicate a personal buy/sell decision by the reporting insider. The filing appears timely under Form 4 rules.
Insider Transaction Report
Form 4
Vranos Michael W
Co-Chief Investment Officer
Transactions
- Other
Common Stock
[F1][F2]2026-05-11+161,934→ 1,122,952 total(indirect: See Footnote)
Holdings
- 1,889,689(indirect: See footnote)
Common Stock
[F3] - 38,759(indirect: By Trust)
Common Stock
[F4] - 153,998(indirect: By Trust)
Common Stock
[F5] - 319,241(indirect: See footnote)
LTIP Units
[F6][F7]→ Common Stock (319,241 underlying) - 28,521(indirect: See footnote)
Common Units
[F8][F9]→ Common Stock (28,521 underlying)
Footnotes (9)
- [F1]The shares of common stock, $0.001 par value per share (the "Common Stock") of Ellington Financial Inc. (the "Issuer") were issued in connection with the incentive fee for the first quarter of 2026 payable to Ellington Financial Management LLC ("EFM"), the Issuer's external manager, pursuant to a management agreement among the Issuer, EFM, and Ellington Financial Operating Partnership LLP ("EFCOP").
- [F2]Of these 1,122,952 common shares, 842,221 common shares are owned directly by EMG Holdings, L.P. ("EMGH") and 280,731 common shares are directly owned by EFM. VC Investments LLC ("VC") is the general partner of EMGH and the managing member of EFM. Michael W. Vranos is the managing member of, and holds a controlling interest in, VC. Michael W. Vranos and VC together share the power to direct the voting and disposition of common shares held by EMGH and EFM, and may be regarded as the beneficial owners of the common shares. Each of Michael W. Vranos and VC disclaims beneficial ownership of any common shares owned beneficially or of record by each other except to the extent of its or his pecuniary interest therein.
- [F3]Mr. Vranos is the managing member of an entity that holds these shares for estate planning purposes.
- [F4]These shares of Common Stock are held by an entity owned by a family trust of which Laurence Penn is a settlor and for which Mr. Vranos serves as a trustee (the "Penn Family Trust"). Mr. Vranos has certain consent rights with respect to transfers of shares of Common Stock held by the Penn Family Trust. Mr. Vranos disclaims any pecuniary interest in the shares of Common Stock held by the Penn Family Trust.
- [F5]These shares of Common Stock are held in family trusts established by EMGH partners (other than Mr. Vranos) for which Mr. Vranos acts as trustee. One of the trusts, in which Mr. Vranos has sole voting power, owns a portion of the shares and the other trusts, which Mr. Vranos has shared voting power, hold the remaining shares of Common Stock.
- [F6]Represents a separate non-voting class of limited liability company interests ("OP LTIP Units") of EFCOP. Each OP LTIP Unit is convertible into limited liability company interest of EFCOP (a "Common Unit") on a one-for-one basis. Subject to certain conditions, the Common Units are redeemable by the holder for an equivalent number of shares of Common Stock or for the cash value of such shares of Common Stock, at the Company's election.
- [F7]These OP LTIP Units are held by EMGH. Mr. Vranos and VC together share the power to direct the voting and disposition of OP LTIP Units held by EMGH, and may be regarded as the beneficial owners of the OP LTIP Units. Each of Mr. Vranos and VC disclaims beneficial ownership of any OP LTIP Units owned beneficially or of record by each other except to the extent of his or its pecuniary interest therein.
- [F8]Represents Common Units of EFCOP. Subject to certain conditions, the Common Units are redeemable by the holder for an equivalent number of shares of Common Stock or for the cash value of such shares of Common Stock, at the Company's election.
- [F9]These Common Units are held by EMGH. Mr. Vranos and VC together share the power to direct the voting and disposition of Common Units held by EMGH, and may be regarded as the beneficial owners of the Common Units. Each of Mr. Vranos and VC disclaims beneficial ownership of any Common Units owned beneficially or of record by each other except to the extent of his or its pecuniary interest therein.
Signature
/s/ Alaael-Deen H. Shilleh, attorney-in-fact for Michael W. Vranos|2026-05-13