Agnc Investment Corp. · NASDAQ:AGNC
Agnc Investment — Proxy Contest (April 2019)
12 slides from Agnc Investment's proxy contest presentation, Apr 9, 2019
Slide 1: Schedule 14A Proxy Statement Cover Page
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant C
Slide 2: Annual Meeting Stockholder Engagement April 2019
Annual Meeting Stockholder Engagement April 2019 © 2019 AGNC Investment Corp. All Rights Reserved.
Slide 3: Safe Harbor Statement
Safe Harbor Statement Safe harbor statement under the private securities litigation reform act of 1995 This presentation contains statements that, to the extent they are not recitations of historical fact, constitute "forward-looking statements" within the meaning of the Private Securities Litigatio
Slide 4: AGNC At a Glance
AGNC At a Glance AGNC provides significant support to the U.S. housing market through its $91.6 billion investment portfolio of mortgage securities Structure and Investment Strategy Stock Ticker Nasdaq: AGNC ✓ AGNC is an internally-managed mortgage REIT incorporated in Delaware Headquarters Bethesda
Slide 5: Commitment to Stockholder Focus
Commitment to Stockholder Focus AGNC stands out among mortgage REITs for our transparency, focus on financial disclosure, and our high-quality governance and compensation practices Industry-Leading Stockholder Focus Internal Management Structure Disclosure and Transparency ✓ Lowest operating cost st
Slide 6: AGNC's Track Record of Outperformance
AGNC’s Track Record of Outperformance AGNC has generated strong returns since our IPO in 2008, outperforming residential mortgage REIT peers and the broader market AGNC has continued to generate strong returns for stockholders over a 1-, 3-, and 5-year period, with total stock returns of 7%, 37%, an
Slide 7: Responsiveness to Stockholder Feedback
Responsiveness to Stockholder Feedback Our Board made significant changes to our executive compensation program and disclosure informed by feedback received from stockholders Stockholder Engagement Overview Percentage contacted for Percentage engaged Director Our Independent Chair and 53% engagement
Slide 8: Increased Allocation to Long-Term Incentive
Increased Allocation to Long-Term Incentive Since our Internalization, a significant portion of target compensation has been increasingly allocated to long-term incentives, strengthening alignment with stockholders and reducing earned compensation if pre-established long-term performance conditions
Slide 9: Enhanced 2018 and 2019 Annual Incentives
Enhanced 2018 and 2019 Annual Incentives The Compensation Committee implemented key changes to the annual incentive structure, including simplification of the Corporate Scorecard and increased transparency around goal setting and rigor 2018 2019 3 components: 2 components: Scorecard Financial Metric
Slide 10: AGNC is Unique Among Comparative Public Companies
AGNC is Unique Among Comparative Public Companies AGNC’s internal management structure, agency MBS investment focus and scale are significant differentiators relative to other public companies AGNC Comparator Group for Compensation Program Design None of these companies is an exact match; 6 Internal
Slide 11: Overview of MTGE PIP Awards
Overview of MTGE PIP Awards ▪ MTGE Investment Corp. was a separate publicly traded REIT externally managed by a subsidiary of AGNC ▪ To align personnel involved in the management of MTGE with its performance, a small portion (i.e., less than 15% of LTI and 6% of total compensation) of long-term awar
Slide 12: Endnotes
Endnotes 1) Source: S&P Global. 1-year TSR measured from March 29, 2018 to March 29, 2019. 3-year TSR measured from March 29, 2016 to March 29, 2019. 5-year TSR measured from March 28, 2014 to March 29, 2019. 2) The residential mortgage REIT (“mREIT”) universe is unweighted and includes Great Ajax C