Form: 8-K

Current report

June 11, 2026

false 0001409493 0001409493 2026-06-10 2026-06-10 0001409493 us-gaap:CommonStockMember 2026-06-10 2026-06-10 0001409493 us-gaap:SeriesAPreferredStockMember 2026-06-10 2026-06-10 0001409493 us-gaap:SeriesBPreferredStockMember 2026-06-10 2026-06-10 0001409493 us-gaap:SeriesCPreferredStockMember 2026-06-10 2026-06-10 0001409493 us-gaap:SeriesDPreferredStockMember 2026-06-10 2026-06-10 0001409493 us-gaap:SeniorNotesMember 2026-06-10 2026-06-10 0001409493 CIM:SeniorNotesOneMember 2026-06-10 2026-06-10 0001409493 CIM:SeniorNotesTwoMember 2026-06-10 2026-06-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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):

June 10, 2026

CHIMERA INVESTMENT CORPORATION
(Exact name of registrant as specified in its charter)

Commission file number 001-33796

Maryland 26-0630461
(State or Other Jurisdiction of
Incorporation)
(I.R.S. Employer
Identification No.)

 

One Rockefeller Plaza, 32nd Floor  
New York, New York 10020
(Address of principal executive offices) (Zip Code)

 

(888) 895-6557
Registrant’s telephone number, including area code

(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:

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
Name of Each Exchange on
Which Registered
Common Stock, par value $0.01 per share CIM New York Stock Exchange
8.00% Series A Cumulative Redeemable Preferred Stock CIM PRA New York Stock Exchange
8.00% Series B Cumulative Fixed-to-Floating Rate Redeemable Preferred Stock CIM PRB New York Stock Exchange
7.75% Series C Cumulative Fixed-to-Floating Rate Redeemable Preferred Stock CIM PRC New York Stock Exchange
8.00% Series D Cumulative Fixed-to-Floating Rate Redeemable Preferred Stock CIM PRD New York Stock Exchange
9.000% Senior Notes due 2029 CIMN New York Stock Exchange
9.250% Senior Notes due 2029 CIMO New York Stock Exchange
8.875% Senior Notes due 2030 CIMP 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 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 5.07. Submission of Matters to a Vote of Security Holders

On June 10, 2026, the Company held its 2026 annual meeting of stockholders (the “Annual Meeting”) for the purpose of: (i) electing three Class I Directors, Kevin G. Chavers, Gerard Creagh and Susan Mills, each to serve until the annual meeting of stockholders in 2029; (ii) recommending, by a non-binding advisory vote, the Company’s executive compensation; and (iii) ratifying the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Further information regarding all of these proposals is set forth in the Company’s Proxy Statement.

The total number of shares of common stock entitled to vote at the Annual Meeting was 83,645,571, of which 63,285,465 shares, or approximately 75.65% were present in person or by proxy.

The final voting results for each of the proposals submitted to a vote of stockholders at the Annual Meeting are set forth below.

Proposal 1. The election of three Class I Directors, Kevin G. Chavers, Gerard Creagh and Susan Mills, each to serve until the annual meeting of stockholders in 2029.

Nominee Votes For Votes Against Votes
Abstain
Broker
Non-Votes
(I) Kevin G. Chavers 43,340,068 855,564 427,671 18,662,162
(I) Gerard Creagh 41,637,307 2,558,062 427,934 18,662,162
(I) Susan Mills 43,176,523 1,006,466 440,314 18,662,162

 

Based on the foregoing votes, Kevin G. Chavers, Gerard Creagh and Susan Mills were elected as Class I Directors each to serve on the Board until the 2029 annual meeting of stockholders and until their successors are duly elected and qualify.

Proposal 2. A vote on a non-binding advisory resolution on the Company’s executive compensation.

Votes For Votes Against Votes Abstained Broker Non-Votes
42,287,598 1,901,663 434,042 18,662,162

 

Based on the foregoing votes, the non-binding advisory resolution on the Company’s executive compensation was approved.

Proposal 3. Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for the Company for the current fiscal year.

Votes For Votes Against Votes Abstained Broker Non-Votes
62,010,426 750,117 524,922 0

Based on the foregoing votes, the appointment of Ernst & Young LLP as independent registered public accounting firm for the Company for the fiscal year ending December 31, 2026 was ratified.

Exhibit

104 Cover Page Interactive Data File (formatted as Inline XBRL).

 

 

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  CHIMERA INVESTMENT CORPORATION
(REGISTRANT)
   
Date: June 11, 2026  
   
  By: /s/ Subramaniam Viswanathan
  Name:  Subramaniam Viswanathan
  Title: Chief Financial Officer