Item 5.02. Departure of Directors or Certain Executive Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements with Certain Officers.
As part of the previously announced transition, as of July 1, 2021, Peter Federico, previously President and Chief Operating Officer, was appointed President and Chief Executive Officer of AGNC Investment Corp. (the "Company") and Christopher Kuehl, previously Executive Vice President, Agency Portfolio Investments, was appointed Executive Vice President and Chief Investment Officer. In the transition, Gary Kain was appointed Executive Chair of the Board of Directors (the "Board") of the Company, and Prue Larocca, previously the Board’s Chair, was elected as Vice Chair of the Board and will continue as the Company’s Lead Independent Director.
By written consent executed as of July 1, 2021, the Board set the number of directors who constitute the Board to eight and appointed Mr. Federico, 55, to the Board, effective immediately. Mr. Federico was elected to a term that continues until the Company’s 2022 annual meeting of stockholders and until his successor is duly elected and qualified, or until his earlier death, resignation or removal. In connection with his appointment as Chief Executive Officer, Mr. Federico is now the Company's principal executive officer. Mr. Federico has served as the Company’s President since March 2018, as Chief Operating Officer from March 2018 until July 2021, and as Executive Vice President and Chief Financial Officer from July 2016 until March 2018. Mr. Federico was the Company’s Senior Vice President and Chief Risk Officer from June 2011 until July 2016.
There are no arrangements or understandings between Mr. Federico and any other person pursuant to which he was appointed as a director, nor are there any family relationships between Mr. Federico and any other executive officer or director of the Company. Mr. Federico is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K.
The Company has entered into its standard form of indemnification agreement with each of Messrs. Federico and Kuehl, substantially in the form filed herewith.
(d) Exhibits.
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Exhibit No.
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Description
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10.1
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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