Form 4 Two Harbors Investment Corp.

Statement of changes in beneficial ownership of securities

Published: 2019-05-17 16:30:37
Submitted: 2019-05-17
Period Ending In: 2019-05-16
wf-form4_155812502139861.html FORM 4


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SEC FORM 4

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
STERN JAMES A

(Last) (First) (Middle)
TWO HARBORS INVESTMENT CORP.
575 LEXINGTON AVENUE, SUITE 2930

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TWO HARBORS INVESTMENT CORP. [ TWO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/16/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common stock, par value $0.01 per share 05/16/2019 A 8,239(1) A $13.35 77,241 D
Common stock, par value $0.01 per share 7,799 I Shares Held in trust for which the reporting person's brother is trustee.
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents a restricted stock award for service as a director, issued under Two Harbors Investment Corp.'s Second Restated 2009 Equity Incentive Plan. This award vests on the first anniversary of the grant date.
Remarks:
/s/ James A. Stern, By: Rebecca B. Sandberg, Attorney-in-Fact 05/17/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
1
wf-form4_155812502139861.xml FORM 4
Schema Version:
X0306
Document Type:
4
Period Of Report:
2019-05-16
Not Subject To Section16:
0

Issuer

Issuer Cik
0001465740
Issuer Name
TWO HARBORS INVESTMENT CORP.
Issuer Trading Symbol
TWO

Reporting Owner

Reporting Owner Id

Rpt Owner Cik
0001193798
Rpt Owner Name
STERN JAMES A

Reporting Owner Address

Rpt Owner Street1
TWO HARBORS INVESTMENT CORP.
Rpt Owner Street2
575 LEXINGTON AVENUE, SUITE 2930
Rpt Owner City
NEW YORK
Rpt Owner State
NY
Rpt Owner Zip Code
10022

Reporting Owner Relationship

Is Director
1
Is Officer
0
Is Ten Percent Owner
0
Is Other
0

Non Derivative Table

Non Derivative Transaction

Security Title
Common stock, par value $0.01 per share
Transaction Date
2019-05-16

Transaction Coding

Transaction Form Type
4
Transaction Code
A
Equity Swap Involved
0

Transaction Amounts

Transaction Shares

Value
8239
@attributes Id
F1
Transaction Price Per Share
13.35
Transaction Acquired Disposed Code
A
Shares Owned Following Transaction
77241
Direct Or Indirect Ownership
D

Non Derivative Holding

Security Title
Common stock, par value $0.01 per share
Shares Owned Following Transaction
7799

Ownership Nature

Direct Or Indirect Ownership
I
Nature Of Ownership
Shares Held in trust for which the reporting person's brother is trustee.
Footnotes Footnote
Represents a restricted stock award for service as a director, issued under Two Harbors Investment Corp.'s Second Restated 2009 Equity Incentive Plan. This award vests on the first anniversary of the grant date.

Owner Signature

Signature Name
/s/ James A. Stern, By: Rebecca B. Sandberg, Attorney-in-Fact
Signature Date
2019-05-17
Additional Files
FileSequenceDescriptionTypeSize
0001465740-19-000041.txt   Complete submission text file   5674
$TWO

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SEC CFR Title 17 of the Code of Federal Regulations.