株探米国株
日本語 英語
エドガーで原本を確認する
0001766478false00017664782025-11-062025-11-060001766478us-gaap:CommonStockMember2025-11-062025-11-060001766478aomr:A9.500SeniorNotesDue2029Member2025-11-062025-11-060001766478aomr:A9.750SeniorNotesDue2030Member2025-11-062025-11-06

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): November 6, 2025

Angel Oak Mortgage REIT, Inc.
(Exact name of registrant as specified in its charter)
Maryland
001-40495
37-1892154
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)

3344 Peachtree Road Northeast, Suite 1725, Atlanta, Georgia 30326
(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: (404) 953-4900

Not Applicable
(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 Symbol(s) Name of each exchange on which registered
Common stock, $0.01 par value per share AOMR New York Stock Exchange
9.500% Senior Notes due 2029 AOMN New York Stock Exchange
9.750% Senior Notes due 2030 AOMD 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
If an emerging growth company, indicate by 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.




Item 2.02.    Results of Operations and Financial Condition.

On November 6, 2025, Angel Oak Mortgage REIT, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K and incorporated herein by reference.

Also on November 6, 2025, the Company will hold a teleconference and audio webcast to discuss its financial results for the quarter ended September 30, 2025. A copy of the supplementary materials that will be referred to on the teleconference and webcast, and which will be posted to the Company’s website, is furnished as Exhibit 99.2 to this current report on Form 8-K and incorporated herein by reference.
The information contained in this Item 2.02 and the attached Exhibits 99.1 and 99.2 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 2.02 and the attached Exhibits 99.1 and 99.2 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, unless it is specifically incorporated by reference therein.


Item 9.01.    Financial Statements and Exhibits.
(d)    Exhibits
Exhibit No.
Exhibit 99.1    Press Release dated November 6, 2025
Exhibit 99.2    Supplementary Materials to be used during the webcast conference call on November 6, 2025
Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL document).






SIGNATURE


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.




Date: November 6, 2025
ANGEL OAK MORTGAGE REIT, INC.
By: /s/ Brandon Filson
Name: Brandon Filson
Title: Chief Financial Officer and Treasurer


EX-99.1 2 q32025earningspressrelease.htm EX-99.1 Document


image_0.jpg

Angel Oak Mortgage REIT, Inc. Reports Third Quarter 2025 Financial Results

ATLANTA – November 6, 2025 -- Angel Oak Mortgage REIT, Inc. (NYSE: AOMR) (the “Company,” “we,” and “our”), a leading real estate finance company focused on acquiring and investing in first lien non-QM loans and other mortgage-related assets in the U.S. mortgage market, today reported financial results for the quarter ended September 30, 2025.

Third Quarter 2025 and Year-to-Date Highlights

•Q3 2025 GAAP net income of $11.4 million, or $0.46 per diluted share of common stock.
•Q3 2025 net interest income of $10.2 million demonstrates an increase of 12.9% versus Q3 2024 net interest income of $9.0 million and an increase of 2.4% compared to Q2 2025 net interest income of $9.9 million.
•Net interest income of $30.2 million for the nine months ended September 30, 2025, an increase of 11.6% compared to net interest income of $27.1 million for the nine months ended September 30, 2024.
•GAAP book value of $10.60 per share of common stock and economic book value of $12.72 per share of common stock as of September 30, 2025, an increase of 2.2% and decrease of 1.9%, respectively, from June 30, 2025 GAAP and economic book value per share of $10.37 and $12.97, respectively.
•Q3 2025 Distributable Earnings of $0.5 million, or $0.02 per diluted share of common stock.
•Declared a dividend of $0.32 per share of common stock, which will be paid on November 26, 2025, to common stockholders of record as of November 18, 2025.

Sreeni Prabhu, Chief Executive Officer and President of Angel Oak Mortgage REIT, Inc., said "The third quarter of 2025 presented a constructive environment for AOMR's business in which we demonstrated our ability to capitalize on opportunities to drive accretive growth in our portfolio. Of note, we called and retired two legacy securitizations and re-allocated that capital toward higher-yielding investments. Additionally, following the end of the quarter, we established a new credit facility at attractive rates, diversifying our creditor base and driving reduced interest expense." He continued, "Our financial results were strong; we resumed quarterly sequential net income growth following May's senior unsecured debt issuance, maintained operating expense levels, and observed increases in valuations across the portfolio compared to the second quarter of 2025. Additionally, following the end of the quarter, we executed the AOMT 2025-10 securitization with favorable terms. We remain committed to leveraging our competitive advantages and building upon our proven track record to drive continued income and earnings growth for our stakeholders."

Portfolio and Investment Activity

•During the quarter ended September 30, 2025, we purchased $237.6 million of newly-originated, current market coupon non-QM residential mortgage loans, second lien mortgage loans (residential mortgage loans that are subordinate to the primary or first lien mortgage loans on a residential property, and home equity lines of credit, with a weighted average coupon of 7.74%, weighted average combined loan-to-value ratio of 69.4% and weighted average non-zero credit score of 759.
•In September 2025, the Company, in conjunction with the Company’s affiliates, exercised its call rights on the AOMT 2019-2 and AOMT 2019-4 securitizations and subsequently re-securitized the underlying loans in AOMT 2025-R1. This transaction resulted in $19.4 million of cash which was used for repayment of outstanding repurchase debt and operational purposes.
•Subsequent to the quarter ended September 30, 2025, in October 2025, we issued AOMT 2025-10, an approximately $274.3 million scheduled unpaid principal balance securitization backed by a pool of residential mortgage loans. We issued AOMT 2025-10 as the sole contributor of loans in the securitization. We used the proceeds to repay outstanding debt of approximately $237.4 million, and the $22.1 million of cash released is planned to be used for new loan purchases and operational purposes.




•As of September 30, 2025, the weighted average interest rate of our residential whole loans portfolio was 7.98%.

Capital Markets Activity

•As of September 30, 2025, the Company was a party to three loan financing lines which permit borrowings in an aggregate amount of up to $1.1 billion, of which approximately $342.6 million is drawn, leaving capacity of approximately $707.4 million for new loan purchases.
•On October 6, 2025, the Company and one of its subsidiaries entered into a $200.0 million repurchase facility with a global investment bank (“Global Investment Bank 4”) through the execution of a Master Repurchase Agreement and Securities Contract. The amount expected to be advanced by Global Investment Bank 4 is generally in line with other similar agreements that the Company has entered into. The interest rate is equal to the sum of (1) a spread of 1.60%, and (2) Term SOFR.

Balance Sheet

•Target assets totaled $2.5 billion as of September 30, 2025.
•The Company held residential mortgage whole loans with fair value of $425.8 million as of September 30, 2025.
•As of September 30, 2025, the Company's recourse debt to equity ratio was approximately 1.9x.

Dividend

On November 6, 2025, the Company declared a dividend of $0.32 per share of common stock, which will be paid on November 26, 2025, to common stockholders of record as of November 18, 2025.

Conference Call and Webcast Information

The Company will host a live conference call and webcast today, November 6, 2025 at 8:30 a.m. Eastern time. To listen to the live webcast, go to the Investors section of the Company’s website at www.angeloakreit.com at least 15 minutes prior to the scheduled start time in order to register and install any necessary audio software.

To Participate in the Telephone Conference Call:

Dial in at least 15 minutes prior to start time.
Domestic: 1-844-826-3033
International: 1-412-317-5185

For the conference call playback (which can be accessed through November 20, 2025), dial one of the following numbers:
Domestic: 1-844-512-2921
International: 1-412-317-6671
Pass code: 10202739

Non-GAAP Metrics

Distributable Earnings is a non‑GAAP measure and is defined as net income (loss) allocable to common stockholders as calculated in accordance with generally accepted accounting principles in the United States of America (“GAAP”), excluding (1) unrealized gains and losses on our aggregate portfolio, (2) impairment losses, (3) extinguishment of debt, (4) non-cash equity compensation expense, (5) the incentive fee earned by Falcons I, LLC, our external manager (our “Manager”), (6) realized gains or losses on swap terminations and (7) certain other nonrecurring gains or losses. We believe that the presentation of Distributable Earnings provides investors with a useful measure to facilitate comparisons of financial performance among our real estate investment trust (“REIT”) peers, but has important limitations. We believe Distributable Earnings as described above helps evaluate our financial performance without the impact of certain transactions but is of limited usefulness as an analytical tool. Therefore, Distributable Earnings should not be viewed in isolation and is not a substitute for net income computed in accordance with GAAP. Our methodology for calculating Distributable Earnings may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and as a result, our Distributable Earnings may not be comparable to similar measures presented by other REITs.





Distributable Earnings Return on Average Equity is a non-GAAP measure and is defined as annual or annualized Distributable Earnings divided by average total stockholders’ equity. We believe that the presentation of Distributable Earnings Return on Average Equity provides investors with a useful measure to facilitate comparisons of financial performance among our REIT peers, but has important limitations. Additionally, we believe Distributable Earnings Return on Average Equity provides investors with additional detail on the Distributable Earnings generated by our invested equity capital. We believe Distributable Earnings Return on Average Equity as described above helps evaluate our financial performance without the impact of certain transactions but is of limited usefulness as an analytical tool. Therefore, Distributable Earnings Return on Average Equity should not be viewed in isolation and is not a substitute for net income computed in accordance with GAAP. Our methodology for calculating Distributable Earnings Return on Average Equity may differ from the methodologies employed by other REITs to calculate the same or similar supplemental performance measures, and as a result, our Distributable Earnings Return on Average Equity may not be comparable to similar measures presented by other REITs.

Economic book value is a non-GAAP financial measure of our financial position. To calculate our economic book value, the portions of our non-recourse financing obligation held at amortized cost are adjusted to fair value. These adjustments are also reflected in our end of period total stockholders’ equity. Management considers economic book value to provide investors with a useful supplemental measure to evaluate our financial position as it reflects the impact of fair value changes for our legally held retained bonds, irrespective of the accounting model applied for GAAP reporting purposes. Economic book value does not represent and should not be considered as a substitute for book value per share of common stock or stockholders’ equity, as determined in accordance with GAAP, and our calculation of this measure may not be comparable to similarly titled measures reported by other companies.

Forward-Looking Statements

This press release contains certain forward-looking statements that are subject to various risks and uncertainties, including, without limitation, statements relating to the performance of the Company’s investments. Forward-looking statements are generally identifiable by use of forward-looking terminology such as “may,” “will,” “should,” “potential,” “intend,” “expect,” “endeavor,” “seek,” “anticipate,” “estimate,” “believe,” “could,” “project,” “predict,” “continue,” or by the negative of these words and phrases or other similar words or expressions. Forward-looking statements are based on certain assumptions, discuss future expectations, describe existing or future plans and strategies, contain projections of results of operations, liquidity and/or financial condition, or state other forward-looking information. The Company’s ability to predict future events or conditions or their impact or the actual effect of existing or future plans or strategies is inherently uncertain. Although the Company believes that such forward-looking statements are based on reasonable assumptions, actual results and performance in the future could differ materially from those set forth in or implied by such forward-looking statements. You are cautioned not to place undue reliance on these forward‐looking statements, which reflect the Company’s views only as of the date of this press release. Additional information concerning factors that could cause actual results and performance to differ materially from these forward-looking statements is contained from time to time in the Company’s filings with the Securities and Exchange Commission. Except as required by applicable law, neither the Company nor any other person assumes responsibility for the accuracy and completeness of the forward‐looking statements. The Company does not undertake any obligation to update any forward-looking statements contained in this press release as a result of new information, future events or otherwise.

About Angel Oak Mortgage REIT, Inc.

Angel Oak Mortgage REIT, Inc. is a real estate finance company focused on acquiring and investing in first lien non-QM loans and other mortgage-related assets in the U.S. mortgage market. The Company’s objective is to generate attractive risk-adjusted returns for its stockholders through cash distributions and capital appreciation across interest rate and credit cycles. The Company is externally managed and advised by an affiliate of Angel Oak Capital Advisors, LLC, which, collectively with its affiliates, is a leading alternative credit manager with market leadership in mortgage credit that includes asset management, lending, and capital markets. Additional information about the Company is available at www.angeloakreit.com



Angel Oak Mortgage REIT, Inc.
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)
(Unaudited)
(in thousands, except for share and per share data)

Three Months Ended Nine Months Ended
September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024
INTEREST INCOME, NET
Interest income $ 36,659  $ 27,444  $ 104,620  $ 78,558 
Interest expense 26,479  18,424  74,414  51,495 
NET INTEREST INCOME $ 10,180  $ 9,020  $ 30,206  $ 27,063 
REALIZED AND UNREALIZED GAINS (LOSSES), NET
Net realized gain (loss) on mortgage loans, derivative contracts, RMBS, and CMBS $ (6,557) $ (6,335) $ (12,238) $ (14,527)
Net unrealized gain (loss) on trading securities, mortgage loans, portion of debt at fair value option, and derivative contracts 11,280  35,172  26,329  48,514 
TOTAL REALIZED AND UNREALIZED GAINS (LOSSES), NET $ 4,723  $ 28,837  $ 14,091  $ 33,987 
EXPENSES
Operating expenses $ 1,117  $ 1,541  $ 3,653  $ 5,282 
Operating expenses incurred with affiliate 510  472  1,379  1,444 
Stock compensation 398  604  930  1,864 
Securitization costs —  —  1,866  1,583 
Management fee incurred with affiliate 1,161  1,204  3,454  3,810 
Total operating expenses $ 3,186  $ 3,821  $ 11,282  $ 13,983 
INCOME (LOSS) BEFORE INCOME TAXES $ 11,717  $ 34,036  $ 33,015  $ 47,067 
Income tax expense (benefit) 307  2,832  307  3,261 
NET INCOME (LOSS) ALLOCABLE TO COMMON STOCKHOLDERS $ 11,410  $ 31,204  $ 32,708  $ 43,806 
Other comprehensive income (loss) 3,665  2,706  2,479  4,534 
TOTAL COMPREHENSIVE INCOME (LOSS) $ 15,075  $ 33,910  $ 35,187  $ 48,340 
Basic earnings (loss) per common share $ 0.49  $ 1.31  $ 1.40  $ 1.79 
Diluted earnings (loss) per common share $ 0.46  $ 1.29  $ 1.36  $ 1.76 
Weighted average number of common shares outstanding:
Basic 23,043,587 23,757,039 23,320,200 24,445,105
Diluted 24,560,881 24,079,247 24,014,840 24,778,465




Angel Oak Mortgage REIT, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(in thousands, except for share and per share data)


As of:
September 30, 2025 December 31, 2024
ASSETS
Residential mortgage loans - at fair value $ 425,775  $ 183,064 
Residential mortgage loans in securitization trusts - at fair value 1,862,330  1,696,995 
RMBS - at fair value 235,024  300,243 
Cash and cash equivalents 51,598  40,762 
Restricted cash 1,833  2,131 
Principal and interest receivable 14,781  8,141 
TBA securities and interest rate futures contracts - at fair value 1,944  1,515 
Other assets 44,825  36,918 
Total assets $ 2,638,110  $ 2,269,769 
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Notes payable $ 342,608  $ 129,459 
Non-recourse securitization obligation, collateralized by residential mortgage loans in securitization trusts 1,726,657  1,593,612 
Securities sold under agreements to repurchase 54,041  50,555 
Senior unsecured notes 88,795  47,740 
TBA securities and interest rate futures contracts - at fair value 1,309  — 
Due to broker 153,819  201,994 
Accrued expenses 1,952  2,291 
Accrued expenses payable to affiliate 588  766 
Interest payable 2,173  934 
Income taxes payable 163  2,785 
Management fee payable to affiliate 1,840  666 
Total liabilities $ 2,373,945  $ 2,030,802 
Commitments and contingencies
STOCKHOLDERS' EQUITY
Common stock, $0.01 par value. As of September 30, 2025: 350,000,000 shares authorized, 24,914,035 shares issued and outstanding. As of December 31, 2024: 350,000,000 shares authorized, 23,500,175 shares issued and outstanding.
$ 249  $ 234 
Additional paid-in capital 474,154  461,057 
Accumulated other comprehensive income (loss) (996) (3,475)
Retained earnings (deficit) (209,242) (218,849)
Total stockholders' equity $ 264,165  $ 238,967 
Total liabilities and stockholders' equity $ 2,638,110  $ 2,269,769 




Angel Oak Mortgage REIT, Inc.
Reconciliation of Net Income (Loss) to Distributable Earnings
and Distributable Earnings Return on Average Equity
(Unaudited)


Three Months Ended Nine Months Ended
September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024
(in thousands)
Net income (loss) allocable to common stockholders $ 11,410  $ 31,204  $ 32,708  $ 43,806 
Adjustments:
Net unrealized (gains) losses on trading securities 2,005  (984) (1,861) 829 
Net unrealized (gains) losses on derivatives (4,990) 51  881  (2,985)
Net unrealized (gains) losses on residential loans in securitization trusts and non-recourse securitization obligation (3,995) (26,304) (20,199) (28,871)
Net unrealized (gains) losses on residential loans (4,299) (7,935) (5,149) (17,438)
Net unrealized (gains) losses on commercial loans —  —  —  (49)
Stock compensation expense 398  604  930  1,864 
Distributable Earnings $ 529  $ (3,364) $ 7,310  $ (2,844)



Three Months Ended Nine Months Ended
September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024
($ in thousands)
Annualized Distributable Earnings $ 2,116  $ (13,460) $ 9,747  $ (3,793)
Average total stockholders’ equity $ 255,276  $ 260,452  $ 250,250  $ 260,083 
Distributable Earnings Return on Average Equity 0.8  % (5.2) % 3.9  % (1.5) %














Angel Oak Mortgage REIT, Inc.
Reconciliation of Stockholders’ Equity to Stockholders’ Equity Including Economic Book Value Adjustments
and Economic Book Value per Share of Common Stock
(Unaudited)

September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024
(in thousands, except for share and per share data)
GAAP total stockholders’ equity $ 264,165  $ 246,389  $ 251,480  $ 238,967  $ 265,098 
Adjustments:
Fair value adjustment for securitized debt held at amortized cost 52,770  61,846  63,593  68,784  64,522 
Stockholders’ equity including economic book value adjustments $ 316,935  $ 308,235  $ 315,073  $ 307,751  $ 329,620 
Number of shares of common stock outstanding at period end 24,914,035  23,765,202  23,500,175  23,500,175  23,511,272 
Book value per share of common stock $ 10.60  $ 10.37  $ 10.70  $ 10.17  $ 11.28 
Economic book value per share of common stock $ 12.72  $ 12.97  $ 13.41  $ 13.10  $ 14.02 





































































































    



















































Contacts

Investors:
investorrelations@angeloakreit.com
855-502-3920

IR Agency Contact:
Nick Teves or Joseph Caminiti, Alpha IR Group
312-445-2870
AOMR@alpha-ir.com

Company Contact:
KC Kelleher, Head of Corporate Finance & Investor Relations
404-528-2684
kc.kelleher@angeloakcapital.com


EX-99.2 3 aomr3q25earningssuppleme.htm EX-99.2 aomr3q25earningssuppleme








• • • • • • • • • • • • • • • • • • • • • • • • •


 




• • • • • •


 





 
• • • •


 
• • •


 
▪ ▪


 
▪ ▪


 
• •


 




0 50 100 150 200 250 # o f Lo an s Credit Score 0 100 200 300 400 500 # o f Lo an s Coupon Rate (%)


 
Investor Loans, 36% Just Missed Prime, 7% Loans Made to Bank Statement Borrowers, 40% HELOCs and Closed End Seconds, 17%


 
CA, 32% FL, 21% TX, 7% NY, 4% GA, 3% Other, 34%


 
CA, 35% FL, 20% TX, 7% GA, 4% Other, 34%


 








• • • ‒ ‒ • • • •


 
• • • ‒ • • •