Item 5.02. Departure of Directors or Certain Executive Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements with Certain Officers. Amendments to Employment Agreements

On January 21, 2022, AGNC Mortgage Management, LLC amended the employment agreements with Bernice Bell, Executive Vice President and Chief Financial Officer and Kenneth Pollack, Executive Vice President, General Counsel, Chief Compliance Officer and Secretary. The amendments reflect their respective promotions to the office of Executive Vice President and adjust their compensation, effective for 2022, as follows:

•Ms. Bell's target annual bonus has been increased from 200% of her annual base salary to 250% of her annual base salary, and her target long-term incentive award opportunity has been increased from 220% of her annual base salary to 250% of her annual base salary. In addition, the percentage of her long-term incentive award allocated to performance-based awards increased from 50% to 67% while the allocation to time-based awards has decreased from 50% to 33%.

•Mr. Pollack's target annual bonus has been increased from 170% of his annual base salary to 200% of his annual base salary, and his target long-term incentive award opportunity has been increased from 190% of his annual base salary to 200% of his annual base salary. In addition, the percentage of his long-term incentive award allocated to performance-based awards increased from 50% to 67% while the allocation to time-based awards decreased from 50% to 33%.





(d) Exhibits.
Exhibit No.             Description

10.1                      First Amendment to Amended and Restated Employment Agreement dated January
                        21, 2022 between AGNC Mortgage Management, LLC and Ms. Bell.
10.2                      First Amendment to Amended and Restated Employment Agreement dated January
                        21, 2022 between AGNC Mortgage Management, LLC and Mr. Pollack.
104                     Cover Page Interactive Data File (embedded within the Inline XBRL document)



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