8-K

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

Date of Report (Date of earliest event reported) July 1, 2019

ARMOUR Residential REIT, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Maryland	001-34766	26-1908763
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

3001 Ocean Drive, Suite 201 Vero Beach, Florida	32963
(Address of Principal Executive Offices)	(Zip Code)

(772) 617-4340

(Registrant’s Telephone Number, Including Area Code)

n/a

(Former Name or Former Address, if Changed Since Last Report)

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 (see General Instruction A.2. below):

[_]    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))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading symbols	Name of Exchange on which registered
Preferred Stock, 8.250% Series A Cumulative Redeemable	ARR-PA	New York Stock Exchange
Preferred Stock, 7.875% Series B Cumulative Redeemable	ARR-PB	New York Stock Exchange
Common Stock, $0.001 par value	ARR	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).        

Emerging growth company o

If an emerging growth company, indicate by a check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act o

Item 8.01. Other Events.

On July 1, 2019, ARMOUR Residential REIT, Inc. (“ARMOUR”) confirmed that a cash dividend rate of $0.17 per share will be payable to holders of ARMOUR common stock for the month of July 2019, as set forth below:

Holder of Record Date	Payment Date
July 15, 2019	July 29, 2019

As previously announced, ARMOUR Series A Preferred Stock has been called for redemption on July 26, 2019. ARMOUR confirmed on July 1, 2019 that a cash dividend rate of $0.171875 per share will be payable to holders of ARMOUR Series A Preferred Stock for the month of July 2019 as set forth below:

Holder of Record Date	Payment Date
July 15, 2019	July 29, 2019

Additionally, ARMOUR confirmed on July 1, 2019 that monthly cash dividend rates of $0.1640625 per share will be payable to holders of ARMOUR Series B Preferred Stock for each of the three months in the third quarter of 2019 as set forth below:

Holder of Record Date	Payment Date
July 15, 2019	July 29, 2019
August 15, 2019	August 27, 2019
September 15, 2019	September 27, 2019

A copy of ARMOUR's press release confirming the common stock and preferred stock dividends is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release confirming the July 2019 common stock dividend and Series A Preferred Stock dividend and Series B Preferred Stock dividends for Q3 2019, dated July 1, 2019

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.

Dated: July 1, 2019

ARMOUR RESIDENTIAL REIT, INC.
By:	/s/ Gordon M. Harper
Name:	Gordon M. Harper
Title:	VP Finance and Controller

EX-99.1

ARMOUR RESIDENTIAL REIT, INC. CONFIRMS JULY 2019 DIVIDEND RATES

PER COMMON AND PER SERIES A PREFERRED SHARE AND

Q3 2019 MONTHLY DIVIDEND RATE PER SERIES B PREFERRED SHARE

VERO BEACH, Florida – July 1, 2019 – ARMOUR Residential REIT, Inc. (NYSE: ARR, ARR PrA and ARR PrB) (“ARMOUR” or the “Company”) today confirmed the July 2019 cash dividend rates for the Company’s Common Stock and for the Company’s Series A Preferred Stock and the Q3 2019 monthly cash dividend rate for the Company’s Series B Preferred Stock. As previously announced, the Series A Preferred Stock has been called for redemption on July 26, 2019 and Series A Preferred stockholders of record on July 15, 2019 will be entitled to receive the full monthly dividend for July, which will be the final dividend and will be paid in the regular course of business on July 29, 2019.

July 2019 Common Stock Dividend

Month	Dividend	Holder of Record Date	Payment Date
July 2019	$0.17	July 15, 2019	July 29, 2019

July 2019 Series A Preferred Stock Dividend - Called for Redemption July 26, 2019

Month	Dividend	Holder of Record Date	Payment Date
July 2019	$0.171875	July 15, 2019	July 29, 2019

Q3 2019 Series B Preferred Stock Dividends

Month	Dividend	Holder of Record Date	Payment Date
July 2019	$0.1640625	July 15, 2019	July 29, 2019
August 2019	$0.1640625	August 15, 2019	August 27, 2019
September 2019	$0.1640625	September 15, 2019	September 27, 2019

Certain Tax Matters

ARMOUR has elected to be taxed as a real estate investment trust (“REIT”) for U.S. Federal income tax purposes. In order to maintain this tax status, ARMOUR is required to timely distribute substantially all of its ordinary REIT taxable income. Dividends paid in excess of current tax earnings and profits for the year will generally not be taxable to common stockholders.

About ARMOUR Residential REIT, Inc.

ARMOUR invests primarily in fixed rate residential, adjustable rate and hybrid adjustable rate residential mortgage-backed securities issued or guaranteed by U.S. Government-sponsored enterprises (“GSEs”), or guaranteed by the Government National Mortgage Association. In addition, ARMOUR invests in other securities backed by residential mortgages for which the payment of principal and interest is not guaranteed by a GSE or government agency. ARMOUR is externally managed and advised by ARMOUR Capital Management LP, an investment advisor registered with the Securities and Exchange Commission (“SEC”).

Safe Harbor

This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Actual results may differ from expectations, estimates and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events.

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ARMOUR Residential REIT, Inc. Confirms July 2019 Dividend Rates Per Common Share and Per Series A Preferred Share and Q3 2019 Monthly Dividend Rate Per Series B Preferred Share

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July 1, 2019

Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. The Company disclaims any obligation to release publicly any updates or revisions to any forward-looking statement to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, except as required by law.

Additional Information and Where to Find It

Investors, security holders and other interested persons may find additional information regarding the Company at the SEC’s internet site at www.sec.gov, or the Company website at www.armourreit.com, or by directing requests to: ARMOUR Residential REIT, Inc., 3001 Ocean Drive, Suite 201, Vero Beach, Florida 32963, Attention: Investor Relations.

Investor Contact:    

James R. Mountain

Chief Financial Officer

ARMOUR Residential REIT, Inc.

(772) 617-4340

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