Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On June 27, 2022, Katie Beirne Fallon resigned from the Board of Directors (the "Board") of Annaly Capital Management, Inc. (the "Company"), effective July 14, 2022, in connection with her acceptance of an offer to serve as Executive Vice President, Communications, Public Affairs and Policy at Fidelity Investments. Ms. Fallon's decision to resign is due to her new position and is not the result of a disagreement with the Company on any matter relating to the Company's operations, policies or practices.

Item 7.01 Regulation FD Disclosure.

On June 27, 2022, the Company issued a press release (the "Press Release") announcing Ms. Fallon's resignation from the Board, effective July 14, 2022. A copy of the Press Release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The Press Release is being furnished pursuant to Item 7.01, and the information contained therein shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.




(d)  Exhibits.

Exhibit
  No.                                    Description

99.1          Press Release, dated June 27, 2022, issued by Annaly Capital
            Management, Inc.

101         Pursuant to Rule 406 of Regulation S-T, the cover page information is
            formatted in iXBRL (Inline eXtensible Business Reporting Language).

104         Cover page interactive data file (formatted in iXBRL in Exhibit 101).

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