TWO HARBORS INVESTMENT CORP. Contracts & Agreements

Amendment No. 1 dated February 23, 2024 to the Equity Distribution Agreement, dated November 10, 2022, by and between Two Harbors and the Placement Agent (Filed With SEC on February 23, 2024)

Description of Securities (Filed With SEC on February 20, 2024)

Two Harbors Investment Corp. Incentive Compensation Recoupment Policy (Filed With SEC on September 21, 2023)

Description of Securities (Filed With SEC on February 28, 2023)

Underwriting Agreement, dated February 2, 2023, between the Company and the Underwriters (Filed With SEC on February 6, 2023)

Equity Distribution Agreement, dated November 10, 2022, by and between Two Harbors and the Placement Agent (Filed With SEC on November 10, 2022)

Stock Purchase Agreement, dated as of August 2, 2022, by and among Matrix Financial Services Corporation, Freedom Mortgage Corporation, Inc., and RoundPoint Mortgage Servicing... (Filed With SEC on August 4, 2022)

Description of Securities (Filed With SEC on March 1, 2022)

Underwriting Agreement, dated October 25, 2021, between the Company and the Underwriters (Filed With SEC on October 28, 2021)

Amended and Restated Equity Distribution Agreement, dated August 13, 2021, by and among the Company and the Placement Agent (Filed With SEC on August 13, 2021)

Underwriting Agreement, dated July 12, 2021, between the Company and the Underwriters (Filed With SEC on July 14, 2021)

Separation and Release Agreement, dated June 30, 2021 (Filed With SEC on June 30, 2021)

Two Harbors Investment Corp. Severance Benefits Plan, dated March 24, 2021 (Filed With SEC on March 30, 2021)

Underwriting Agreement, dated January 27, 2021, between the Company and J.P. Morgan Securities LLC, as representative of the underwriters named therein (Filed With SEC on February 1, 2021)

Supplemental Indenture, dated as of February 1, 2021, between the Company and The Bank of New York Mellon Trust Company, N.A (Filed With SEC on February 1, 2021)

Description of Securities (Filed With SEC on February 26, 2020)

Underwriting Agreement, dated March 18, 2019, between the Company, PRCM and the Underwriters (Filed With SEC on March 21, 2019)

Equity Distribution Agreement, dated February 8, 2019, by the Company and the Sales Agent (Filed With SEC on February 8, 2019)

Agreement and Plan of Merger, by and among Two Harbors Investment Corp., Eiger Merger Subsidiary LLC and CYS Investments, Inc., dated as of April 25, 2018 (Filed With SEC on April 26, 2018)

Fourth Amendment to Management Agreement, dated April 25, 2018 (Filed With SEC on April 26, 2018)

Amendment No. 2 to Equity Distribution Agreement, dated March 12, 2018, by and among the Company and the Placement Agents (Filed With SEC on March 12, 2018)

Underwriting Agreement, dated November 16, 2017, between the Company and the Underwriters (Filed With SEC on November 22, 2017)

TWO HARBORS INVESTMENT CORP. (Filed With SEC on July 18, 2017)

TWO HARBORS INVESTMENT CORP. 5,000,000 Shares of 8.125% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock Liquidation Preference $25.00 per Share UNDERWRITING... (Filed With SEC on March 13, 2017)

$250,000,000 TWO HARBORS INVESTMENT CORP. 6.25% Convertible Senior Notes due 2022 UNDERWRITING AGREEMENT (Filed With SEC on January 19, 2017)

TWO HARBORS INVESTMENT CORP. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Trustee INDENTURE Dated as of January 19, 2017 Providing for Issuance of Senior Debt Securities in... (Filed With SEC on January 19, 2017)

Two Harbors Investment Corp. as Issuer The Bank of New York Mellon Trust Company, N.A. as Trustee First Supplemental Indenture Dated as of January 19, 2017 to the Indenture Dated... (Filed With SEC on January 19, 2017)

TWO HARBORS INVESTMENT CORP. SECOND RESTATED 2009 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on August 5, 2015)

AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENT (Filed With SEC on May 22, 2015)

SECOND AMENDMENT TO MANAGEMENT AGREEMENT (Filed With SEC on November 7, 2014)

50,000,000 Shares TWO HARBORS INVESTMENT CORP. Common Stock UNDERWRITING AGREEMENT (Filed With SEC on March 22, 2013)

AMENDMENT TO MANAGEMENT AGREEMENT (Filed With SEC on December 19, 2012)

50,000,000 Shares TWO HARBORS INVESTMENT CORP. Common Stock UNDERWRITING AGREEMENT (Filed With SEC on July 18, 2012)

Two Harbors Investment Corp. 20,000,000 Shares of Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: May 25, 2012 TABLE OF CONTENTS (Filed With SEC on May 25, 2012)

PROPERTY MANAGEMENT AGREEMENT (Filed With SEC on February 28, 2012)

ACQUISITION SERVICES AGREEMENT (Filed With SEC on February 28, 2012)

*** [Signature Page Follows] (Filed With SEC on February 28, 2012)

30,000,000 Shares TWO HARBORS INVESTMENT CORP. Common Stock UNDERWRITING AGREEMENT (Filed With SEC on February 24, 2012)

34,000,000 Shares TWO HARBORS INVESTMENT CORP. Common Stock UNDERWRITING AGREEMENT (Filed With SEC on January 17, 2012)

TH TRS CORP. Residential Mortgage-Backed Securities AMENDED AND RESTATED FORWARD AAA SECURITIES AGREEMENT December 28, 2011 (Filed With SEC on December 28, 2011)

AMENDMENT NUMBER 2 TO MASTER REPURCHASE AND SECURITIES CONTRACT (Filed With SEC on July 29, 2011)

AMENDMENT NUMBER 2 TO GUARANTY AGREEMENT (Filed With SEC on July 29, 2011)

42,000,000 Shares TWO HARBORS INVESTMENT CORP. Common Stock UNDERWRITING AGREEMENT (Filed With SEC on July 20, 2011)

20,000,000 Shares (Filed With SEC on May 31, 2011)

TH TRS CORP. (Filed With SEC on May 18, 2011)

25,000,000 Shares (Filed With SEC on March 16, 2011)

12,500,000Shares TWOHARBORS INVESTMENT CORP. CommonStock UNDERWRITINGAGREEMENT (Filed With SEC on December 22, 2010)

CHIEF EXECUTIVE OFFICER CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 (Filed With SEC on November 9, 2010)

CHIEF FINANCIAL OFFICER CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 (Filed With SEC on November 9, 2010)

CERTIFICATION (Filed With SEC on November 9, 2010)

INDEMNIFICATIONAGREEMENT (Filed With SEC on November 19, 2009)

REGISTRATION RIGHTS AGREEMENT BY AND AMONG TWO HARBORS INVESTMENT CORP., CAPITOL ACQUISITION CORP. AND (Filed With SEC on October 30, 2009)

AGREEMENT REGARDING WAIVER OF OWNERSHIP LIMIT Two Harbors Investment Corp. 601 Carlson Parkway, Suite 330 (Filed With SEC on October 30, 2009)

Two Harbors Investment Corp. 601 Carlson Parkway,Suite 330 Minnetonka, MN 55305 (Filed With SEC on October 30, 2009)

CAPITOL ACQUISITION CORP. October 28, 2009 (Filed With SEC on October 30, 2009)

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TWO HARBORS INVESTMENT CORP. Contracts & Agreements