UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
December
30, 2015
Date
of Report (Date of earliest event reported)
ANWORTH
MORTGAGE ASSET CORPORATION.
(Exact
Name of Registrant as Specified in its Charter)
Maryland
(State
or Other Jurisdiction of Incorporation)
|
001-13709 |
52-2059785 |
|
(Commission File Number) |
(IRS Employer Identification No.) |
|
1299 Ocean Avenue, Second Floor, Santa Monica, California |
90401 |
| (Address of Principal Executive Offices) | (Zip Code) |
(310)
255-4493
(Registrant’s
Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On December 30, 2015, Anworth Mortgage Asset Corporation (the “Company”) announced that Mr. Thad M. Brown, the Company’s Chief Financial Officer, Treasurer and Secretary, will retire from the Company effective December 31, 2015.
(c) The Company also announced that Mr. Charles J. Siegel has been appointed by the board of directors of the Company as the Company’s new Chief Financial Officer, Treasurer and Secretary effective January 1, 2016. Mr. Siegel joined the Company in October 2004 and has served as Senior Vice President-Finance since January 2005 and also as Assistant Secretary since May 2005. Prior to joining the Company, Mr. Siegel served as Chief Financial Officer with various mortgage originators for over 30 years. Mr. Siegel began his career with KPMG. Mr. Siegel graduated with a Bachelor of Science degree from Syracuse University, is a Certified Public Accountant and a licensed real estate broker.
Mr. Siegel will continue to be eligible to participate in the Company’s standard employee benefits plans. There are no transactions in which Mr. Siegel has an interest requiring disclosure under Item 404(a) of Regulation S-K.
A copy of the press release announcing the retirement of Mr. Brown, and the appointment of Mr. Siegel, as the Company’s Chief Financial Officer, Treasurer and Secretary is filed as Exhibit 99.1 to this Current Report on Form 8-K.
As discussed therein, the press release contains forward-looking statements within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and, as such, may involve known and unknown risks, uncertainties and assumptions. These forward-looking statements relate to the Company’s current expectations and are subject to the limitations and qualifications set forth in the Press Release as well as in the Company’s other documents filed with the United States Securities and Exchange Commission, including, without limitation, that actual events and/or results may differ materially from those projected in such forward-looking statements.
| Item 9.01 | Financial Statements and Exhibits. |
| (a) | Not Applicable. | |
| (b) | Not Applicable. | |
| (c) | Not Applicable. | |
| (d) | Exhibits. | |
|
Exhibit 99.1 |
||
| Press Release dated December 30, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
|
ANWORTH MORTGAGE ASSET CORPORATION |
||||
|
|
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| Date: | December 30, 2015 | By: |
/s/ Lloyd McAdams |
|
|
Chief Executive Officer |
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|
|
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EXHIBIT INDEX
|
Exhibit # |
Description |
|
|
99.1 |
Press Release dated December 30, 2015 |
Exhibit 99.1
Anworth Announces Retirement of CFO and Appointment of New CFO
SANTA MONICA, Calif.--(BUSINESS WIRE)--December 30, 2015--Anworth Mortgage Asset Corporation (NYSE: ANH) (the “Company”) announced today that Mr. Thad M. Brown, the Company’s Chief Financial Officer, Treasurer and Secretary, has informed the Company’s board of directors that he will retire from the Company effective at the close of business on December 31, 2015. Mr. Brown has served in these positions since joining the Company in June 2002.
The Company also announced that Mr. Charles J. Siegel has been appointed by the board of directors of the Company to the positions of Chief Financial Officer, Treasurer and Secretary, effective January 1, 2016. Mr. Siegel joined the Company in October 2004 and has served as Senior Vice President-Finance since January 2005 and also as Assistant Secretary since May 2005. Prior to joining the Company, Mr. Siegel served as Chief Financial Officer with various mortgage originators for over 30 years. Mr. Siegel began his career with KPMG. Mr. Siegel graduated with a Bachelor of Science degree from Syracuse University, is a Certified Public Accountant and a licensed real estate broker.
“On behalf of the board of directors and everyone at Anworth, I would like to thank Thad for the service and commitment that he has given for the past 13 years,” said Mr. Lloyd McAdams, the Company’s Chairman, President and Chief Executive Officer.
About Anworth Mortgage Asset Corporation
Anworth is an externally-managed mortgage real estate investment trust. We invest primarily in mortgage-backed securities that are either rated “investment grade” or are guaranteed by federally sponsored enterprises, such as Fannie Mae or Freddie Mac. We seek to generate income for distribution to our shareholders primarily based on the difference between the yield on our mortgage assets and the cost of our borrowings. We are managed by Anworth Management, LLC, or the Manager, pursuant a management agreement. The Manager is subject to the supervision and direction of our Board of Directors and is responsible for (i) the selection, purchase and sale of our investment portfolio; (ii) our financing and hedging activities; and (iii) providing us with management services and other services and activities relating to our assets and operations as may be appropriate. Our common stock is traded on the New York Stock Exchange under the symbol “ANH.” Anworth is a component of the Russell 2000® Index.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
This news release may contain forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based upon our current expectations and speak only as of the date hereof. Forward-looking statements, which are based on various assumptions (some of which are beyond our control) may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “anticipate,” “assume,” “estimate,” “intend,” “continue,” or other similar terms or variations on those terms or the negative of those terms. Our actual results may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, including but not limited to, changes in interest rates; changes in the market value of our mortgage-backed securities; changes in the yield curve; the availability of mortgage-backed securities for purchase; increases in the prepayment rates on the mortgage loans securing our mortgage-backed securities; our ability to use borrowings to finance our assets and, if available, the terms of any financing; risks associated with investing in mortgage-related assets; changes in business conditions and the general economy, including the consequences of actions by the U.S. government and other foreign governments to address the global financial crisis; implementation of or changes in government regulations affecting our business; our ability to maintain our qualification as a real estate investment trust for federal income tax purposes; our ability to maintain an exemption from the Investment Company Act of 1940, as amended; risks associated with our home rental business; and the Manager’s ability to manage our growth. Our Annual Report on Form 10-K and other SEC filings discuss the most significant risk factors that may affect our business, results of operations and financial condition. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.
CONTACT:
Anworth Mortgage Asset Corporation
John T. Hillman,
Director of Investor Relations
1299 Ocean Avenue, Second Floor
Santa
Monica, CA 90401
(310) 255-4438 or (310) 255-4493
jhillman@anworth.com
http://www.anworth.com