Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 18, 2022, Two Harbors Investment Corp. (the "Company") held its Annual Meeting of Stockholders for the purpose of: (i) electing eight directors to serve on the Company's board of directors until the 2023 Annual Meeting of Stockholders; (ii) holding an advisory vote relating to executive compensation; and (iii) ratifying the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022.

Proposal 1 - Election of Directors

Each of the eight director nominees proposed by the Company's board of directors was elected to serve as a director until the Company's 2023 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified. The voting results for each director nominee were as follows:





Nominee                   For            Against          Abstain        Broker Non-Votes
E. Spencer Abraham     189,927,324       22,029,538       1,009,927          64,319,681
James J. Bender        206,451,087       5,495,011        1,020,691          64,319,681
William Greenberg      208,801,460       3,128,415        1,036,914          64,319,681
Karen Hammond          206,807,436       5,172,890         986,463           64,319,681
Stephen G. Kasnet      206,787,275       5,134,448        1,045,066          64,319,681
W. Reid Sanders        206,927,206       4,945,270        1,094,313          64,319,681
James A. Stern         208,880,655       3,042,514        1,043,620          64,319,681
Hope W. Woodhouse      208,873,287       3,116,318         977,184           64,319,681

Proposal 2 - Advisory Vote Relating to Executive Compensation

Stockholders approved the advisory resolution on the Company's executive compensation. The voting results were as follows:





     For            Against         Abstain        Broker Non-Votes
  201,055,896       9,872,518       2,038,375          64,319,681

Proposal 3 -Ratification of Selection of Independent Registered Public Accounting Firm

Stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022. The voting results were as follows:





     For            Against         Abstain

271,845,522 3,678,046 1,762,902

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