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Stockholders’ Equity
 12 Months Ended
Dec. 31, 2023
Stockholders' Equity Note [Abstract]  
Stockholders’ Equity Stockholders’ Equity
 
(a) Preferred Stock

7.50% Series B Cumulative Redeemable Preferred Stock (“Series B Preferred Stock”)
 
On April 15, 2013, the Company completed the issuance of 8.0 million shares of its Series B Preferred Stock with a par value of $0.01 per share, and a liquidation preference of $25.00 per share plus accrued and unpaid dividends, in an underwritten public offering. The Company’s Series B Preferred Stock is entitled to receive a dividend at a rate of 7.50% per year on the $25.00 liquidation preference before the Company’s common stock is paid any dividends and is senior to the Company’s common stock with respect to distributions upon liquidation, dissolution or winding up. Dividends on the Series B Preferred Stock are payable quarterly in arrears on or about March 31, June 30, September 30 and December 31 of each year. The Series B Preferred Stock is redeemable at $25.00 per share plus accrued and unpaid dividends (whether or not authorized or declared), exclusively at the Company’s option.
The Series B Preferred Stock generally does not have any voting rights, subject to an exception in the event the Company fails to pay dividends on such stock for six or more quarterly periods (whether or not consecutive).  Under such circumstances, the Series B Preferred Stock will be entitled to vote to elect two additional directors to the Company’s Board of Directors (the “Board”), until all unpaid dividends have been paid or declared and set apart for payment.  In addition, certain material and adverse changes to the terms of the Series B Preferred Stock cannot be made without the affirmative vote of holders of at least 66 2/3% of the outstanding shares of Series B Preferred Stock.
The following table presents cash dividends declared by the Company on its Series B Preferred Stock from January 1, 2021 through December 31, 2023:
Year
Declaration Date
Record DatePayment DateDividend Per Share
2023November 21, 2023December 4, 2023December 29, 2023$0.46875
August 17, 2023September 5, 2023September 29, 20230.46875
May 22, 2023June 5, 2023June 30, 20230.46875
February 21, 2023March 6, 2023March 31, 20230.46875
2022November 18, 2022December 5, 2022December 30, 2022$0.46875
August 22, 2022September 6, 2022September 30, 20220.46875
May 18, 2022June 1, 2022June 30, 20220.46875
February 17, 2022March 1, 2022March 31, 20220.46875
2021November 16, 2021December 1, 2021December 31, 2021$0.46875
August 26, 2021September 8, 2021September 30, 20210.46875
May 24, 2021June 7, 2021June 30, 20210.46875
February 19, 2021March 5, 2021March 31, 20210.46875
6.50% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock (“Series C Preferred Stock”)
On February 28, 2020, the Company amended its charter through the filing of articles supplementary to reclassify 12,650,000 shares of the Company’s authorized but unissued common stock as shares of the Company’s Series C Preferred Stock. On March 2, 2020, the Company completed the issuance of 11.0 million shares of its Series C Preferred Stock with a par value of $0.01 per share, and a liquidation preference of $25.00 per share plus accrued and unpaid dividends, in an underwritten public offering. The total net proceeds the Company received from the offering were approximately $266.0 million, after deducting offering expenses and the underwriting discount.

The Company’s Series C Preferred Stock is entitled to receive dividends (i) from and including the original issue date to, but excluding, March 31, 2025, at a fixed rate of 6.50% per year on the $25.00 liquidation preference and (ii) from and including March 31, 2025, at a floating rate equal to three-month London Interbank Offered Rate (“LIBOR”) plus a spread of 5.345% per year of the $25.00 per share liquidation preference before the Company’s common stock is paid any dividends, and is senior to the Company’s common stock with respect to distributions upon liquidation, dissolution or winding up. In light of the discontinuance of the publication of three-month LIBOR after June 2023, and pursuant to the terms of the Series C Preferred Stock, the Company will, prior to March 31, 2025, appoint a calculation agent to select an industry accepted substitute or successor base rate to the three-month LIBOR rate. The calculation agent may also implement changes to the business day convention, the definition of business day, the dividend determination date, the interest rate spread and the method for obtaining the substitute or successor base rate, in a manner that is consistent with industry accepted practices. In March 2022, Congress enacted a federal statute that provides a safe harbor for those, like the calculation agent, that are contractually responsible for determining LIBOR replacements under certain circumstances, which the Company expects will apply to the Series C Preferred Stock. The Federal Reserve is required to promulgate rules under this statute which, once final, the Company expects will affect the selection of an industry accepted substitute or successor base rate under the terms of the Series C Preferred Stock. Although the Company has not yet appointed a calculation agent and a substitute or successor base rate has not yet been selected, the Company expects that three-month SOFR will be the substitute or successor base rate to three-month LIBOR. Dividends on the Series C Preferred Stock are payable quarterly in arrears on or about March 31, June 30, September 30 and December 31 of each year. The Series C Preferred Stock is not redeemable by the Company prior to March 31, 2025, except under circumstances where it is necessary to preserve the Company’s qualification as a REIT for U.S. federal income tax purposes and upon the occurrence of certain specified change in control transactions. On or after March 31, 2025, the Company may, at its option, subject to certain procedural requirements, redeem any or all of the shares of the Series C Preferred Stock for cash at a redemption price of $25.00 per share, plus any accrued and unpaid dividends thereon (whether or not authorized or declared) to, but excluding, the redemption date.

The Series C Preferred Stock generally does not have any voting rights, subject to an exception in the event the Company fails to pay dividends on such stock for six or more quarterly periods (whether or not consecutive).  Under such circumstances, the Series C Preferred Stock will be entitled to vote to elect two additional directors to the Company’s Board, until all unpaid dividends have been paid or declared and set apart for payment. In addition, certain material and adverse changes to the terms of the Series C Preferred Stock cannot be made without the affirmative vote of holders of at least 66 2/3% of the outstanding shares of Series C Preferred Stock.
The following table presents cash dividends declared by the Company on its Series C Preferred Stock from January 1, 2021 through December 31, 2023:

Year
Declaration Date
Record DatePayment DateDividend Per Share
2023November 21, 2023December 4, 2023December 29, 2023$0.40625
August 17, 2023September 5, 2023September 29, 20230.40625
May 22, 2023June 5, 2023June 30, 20230.40625
February 21, 2023March 6, 2023March 31, 20230.40625
2022November 18, 2022December 5, 2022December 30, 2022$0.40625
August 22, 2022September 6, 2022September 30, 20220.40625
May 18, 2022June 1, 2022June 30, 20220.40625
February 17, 2022March 1, 2022March 31, 20220.40625
2021November 16, 2021December 1, 2021December 31, 2021$0.40625
August 26, 2021September 8, 2021September 30, 20210.40625
May 24, 2021June 7, 2021June 30, 20210.40625
February 19, 2021March 5, 2021March 31, 20210.40625
(b)  Dividends on Common Stock

The following table presents cash dividends declared by the Company on its common stock from January 1, 2021 through December 31, 2023: 
Year
Declaration Date
Record DatePayment DateDividend Per Share 
2023December 13, 2023December 29, 2023January 31, 2024$0.350(1)
September 20, 2023October 2, 2023October 31, 20230.350
June 15, 2023June 30, 2023July 31, 20230.350
March 10, 2023March 31, 2023April 28, 20230.350
2022December 14, 2022December 30, 2022January 31, 2023$0.350(2)
September 13, 2022September 30, 2022October 31, 20220.440
June 15, 2022June 30, 2022July 29, 20220.440
March 11, 2022March 22, 2022April 29, 20220.440(3)
2021December 14, 2021December 31, 2021January 31, 2022$0.440
(4)(5)
September 15, 2021September 30, 2021October 29, 20210.400(4)
June 15, 2021June 30, 2021July 30, 20210.400(4)
March 12, 2021March 31, 2021April 30, 20210.300(4)
 
(1)At December 31, 2023, the Company had accrued dividends and dividend equivalents payable of $35.8 million related to the common stock dividend declared on December 13, 2023. This dividend will be treated as a dividend paid in 2024 to the extent of the Company’s earnings and profits in 2024.
(2)At December 31, 2022, the Company had accrued dividends and dividend equivalents payable of $35.8 million related to the common stock dividend declared on December 14, 2022. A portion of this dividend was considered taxable income to the recipient in 2023. For more information see the Company’s 2023 Dividend Tax Information on its website.
(3)The $0.44 per share dividend declared on March 11, 2022, has been adjusted to reflect the Reverse Stock Split; the amount actually paid in respect of such dividend was $0.11 per share, which was based on the pre-split number of shares held by stockholders at the record date for such dividend (March 22, 2022).
(4)The $0.44, $0.40, $0.40 and $0.30 per share dividend amounts for the three months ended December 31, 2021, September 30, 2021, June 30, 2021 and March 31, 2021, respectively, have been adjusted to reflect the Company’s one-for-four reverse stock split effected on April 4, 2022; the dividends actually paid in respect of such dividends were $0.11, $0.10, $0.10 and $0.075 per share, respectively, which were based on the pre-split number of shares held by stockholders at the record dates for such dividends (December 31, 2021, September 30, 2021, June 30, 2021, and March 31, 2021, respectively).
(5)At December 31, 2021, the Company had accrued dividends and dividend equivalents payable of $47.8 million related to the common stock dividend declared on December 14, 2021. A portion of this dividend was considered taxable income to the recipient in 2022. For more information see the Company’s 2022 Dividend Tax Information on its website.


In general, the Company’s common stock dividends have been characterized as ordinary income to its stockholders for income tax purposes.  However, a portion of the Company’s common stock dividends may, from time to time, be characterized as capital gains or return of capital.  For the year ended December 31, 2023, the portion of the Company’s common stock dividends paid during the year deemed to be a return of capital was $0.4108 per share of common stock. For the year ended December 31, 2022, the portion of the Company’s common stock dividends paid during the year deemed to be a return of capital was $1.76 per share of common stock. For the year ended December 31, 2021, the portion of the Company’s common stock dividends paid during the year deemed to be a return of capital was $1.0512 per share of common stock.
(c) Discount Waiver, Direct Stock Purchase and Dividend Reinvestment Plan (“DRSPP”)
 
On September 27, 2022, the Company filed a shelf registration statement on Form S-3 with the SEC under the Securities Act of 1933, as amended (the “Securities Act”), for the purpose of registering common stock for sale through its DRSPP.  Pursuant to Rule 462(e) under the Securities Act, this shelf registration statement became effective automatically upon filing with the SEC and, registered an aggregate of 2.0 million shares of common stock.  The Company’s DRSPP is designed to provide existing stockholders and new investors with a convenient and economical way to purchase shares of common stock through the automatic reinvestment of dividends and/or optional cash investments.  At December 31, 2023, approximately 2.0 million shares of common stock remained available for issuance pursuant to the DRSPP shelf registration statement.
 
During the years ended December 31, 2023, 2022 and 2021, the Company issued 6,666, 80,027 and 107,925 shares of common stock through the DRSPP, raising net proceeds of approximately $74,000, $1.2 million and $1.9 million, respectively.  From the inception of the DRSPP in September 2003 through December 31, 2023, the Company issued 8,848,219 shares pursuant to the DRSPP, raising net proceeds of $290.8 million.
 
(d)  Stock Repurchase Program
 
On March 11, 2022, the Company’s Board authorized a stock repurchase program under which the Company could repurchase up to $250 million of its common stock through the end of 2023. The Board’s authorization superseded and replaced the authorization under a prior stock repurchase program that had been adopted in November 2020, which also authorized the Company to repurchase up to $250 million.

The stock repurchase program does not require the purchase of any minimum number of shares. The timing and extent to which the Company repurchases its shares will depend upon, among other things, market conditions, share price, liquidity, regulatory requirements and other factors, and repurchases may be commenced or suspended at any time without prior notice. Acquisitions under the stock repurchase program may be made in the open market, through privately negotiated transactions or block trades or other means, in accordance with applicable securities laws (including, in the Company’s discretion, through the use of one or more plans adopted under Rule 10b5-1 promulgated under the Exchange Act of 1934, as amended (the “Exchange Act”)).

The Company did not repurchase any shares of its common stock during the year ended December 31, 2023. During the years ended December 31, 2022 and 2021, the Company repurchased 6,476,746 and 5,025,374 shares of its common stock through the stock repurchase program at an average cost of $15.80 and $17.04 per share and a total cost of approximately $102.1 million and $85.6 million, net of fees and commissions paid to the sales agent of approximately $161,000 and $201,000, respectively. Upon expiration of the repurchase authorization on December 31, 2023, approximately $202.5 million remained unused under the stock repurchase program.
 
(e) Accumulated Other Comprehensive Income/(Loss)

The following tables present changes in the balances of each component of the Company’s AOCI for the years ended December 31, 2023, 2022 and 2021:

For the Year Ended December 31, 2023
(In Thousands)Net Unrealized
Gain/(Loss) on
AFS Securities
Net Unrealized Gain/(Loss) on Financing Agreements (1)
Total 
AOCI
Balance at beginning of period$21,341 $— $21,341 
OCI before reclassifications(2,873)— (2,873)
Amounts reclassified from AOCI
(770)— (770)
Net OCI during the period (2)
(3,643)— (3,643)
Balance at end of period$17,698 $— $17,698 

For the Year Ended December 31, 2022
(In Thousands)Net Unrealized
Gain/(Loss) on
AFS Securities
Net Unrealized Gain/(Loss) on Financing Agreements (1)
Total 
AOCI
Balance at beginning of period$46,833 $(1,255)$45,578 
OCI before reclassifications(25,492)1,255 (24,237)
Amounts reclassified from AOCI
— — — 
Net OCI during the period (2)
(25,492)1,255 (24,237)
Balance at end of period$21,341 $— $21,341 

For the Year Ended December 31, 2021
(In Thousands)Net Unrealized
Gain/(Loss) on
AFS Securities
Net Unrealized Gain/(Loss) on Financing Agreements (1)
Total 
AOCI
Balance at beginning of period$79,607 $(2,314)$77,293 
OCI before reclassifications(32,774)1,059 (31,715)
Amounts reclassified from AOCI
— — — 
Net OCI during the period (2)
(32,774)1,059 (31,715)
Balance at end of period$46,833 $(1,255)$45,578 

(1)Net Unrealized Gain/(Loss) on Financing Agreements at Fair Value due to changes in instrument-specific credit risk.
(2)For further information regarding changes in OCI, see the Company’s consolidated statements of comprehensive income/(loss).