SEC Form 4 · accession 0001428205-17-000239

Armour Residential REIT, Inc. · ARR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

James R Mountain

Officer — Chief Financial Officer

Period of report

Oct 30, 2017

Accepted (ET)

Oct 30, 2017 · 2:45 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001428205

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock, par value $0.001 per share	Oct 30, 2017	P	1,000	$25.50	A	16,062	D
Common Stock, par value $0.001 per share	Oct 30, 2017	P	600	$25.2767	A	16,662	D
Common Stock, par value $0.001 per share	Oct 30, 2017	P	2,400	$25.45	A	19,062	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
7.875% Series B Cumulative Redeemable Preferred Stock^F3,F1,F2	—	Oct 30, 2017	S	2,000	D	—	—	Common Stock, par value $0.001 per share	13,928	0	D
7.875% Series B Cumulative Redeemable Preferred Stock^F4,F1,F2	—	holding	—	—	—	—	—	Common Stock, par value $0.001 per share	8,705	1,250	I

Explanation of responses

F1Upon the occurrence of a Change of Control (as defined in the Articles Supplementary relating to the Series B Preferred Stock) of the issuer, the reporting person will have the right to convert the shares of Series B Preferred Stock into a number of shares of common stock of the issuer per share of Series B Preferred Stock equal to the lesser of: (i) the quotient obtained by dividing (x) the sum of the $25.00 liquidation preference per share of Series B Preferred Stock plus the amount of any accumulated and unpaid dividends by (y) the Common Stock Price (as defined in the Articles Supplementary relating to the Series B Preferred Stock); and (ii) 6.9638, subject to certain adjustments indicated in the Articles Supplementary relating to the Series B Preferred Stock.
F2The Series B Preferred Stock has no expiration date.
F3The price reported in Column 8 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $25.02 to $25.06, inclusive. The reporting person undertakes to provide ARMOUR Residential REIT, Inc., any security holder of ARMOUR Residential REIT, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (3).
F4The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.