Form 15-12G TWO HARBORS INVESTMENT
| OMB APPROVAL | |||
| UNITED STATES | OMB Number: | 3235-0167 | |
| SECURITIES AND EXCHANGE COMMISSION | Expires: | August 31, 2027 | |
| Washington, D.C. 20549 | Estimated average burden | ||
| hours per response…………1.50 | |||
FORM 15
CERTIFICATION
AND NOTICE OF TERMINATION OF REGISTRATION UNDER
SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION
OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
| Commission File Number | 001-34506 |
| Two Harbors Investment Corp. |
| (Exact name of registrant as specified in its charter) |
| 1601 Utica Avenue South, Suite 900, St. Louis Park, MN 55416 | (612) 543-4100 |
| (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) | |
| 9.375% Senior Notes due
2030; Common Stock, par value $0.01 per share; 8.125% Series A Cumulative Redeemable Preferred Stock; 7.625% Series B Cumulative Redeemable Preferred Stock; 7.25% Series C Cumulative Redeemable Preferred Stock |
| (Title of each class of securities covered by this Form) |
| None |
| (Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains) |
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
| Rule 12g-4(a)(1) | x | ||
| Rule 12g-4(a)(2) | ¨ | ||
| Rule 12h-3(b)(1)(i) | x | ||
| Rule 12h-3(b)(1)(ii) | ¨ | ||
| Rule 15d-6 | ¨ | ||
| Rule 15d-22(b) | ¨ |
Approximate number of holders of record as of the certification or notice date:
9.375% Senior Notes due
2030 - 40 holders
Common Stock, par value $0.01 per share - 1 holder
8.125% Series A Cumulative
Redeemable Preferred Stock - 0 holders
7.625 Series B Cumulative Redeemable Preferred Stock - 0 holders
7.25% Series C Cumulative Redeemable Preferred Stock - 0 holders
Pursuant to the requirements of the Securities Exchange Act of 1934 (Name of registrant as specified in charter) has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.
| Date: October 8, 2026 | By: | /s/ Madhur Agarwal |
| Name: Madhur Agarwal | ||
| Title: Chief Financial Officer | ||
| SEC 2069 (08-11) | Potential persons who are to respond to the collection of information contained in this Form are not required to respond unless the Form displays a currently valid OMB control number. |
| Board of Governors of the Federal Reserve System | OMB Number 7100-0091 | Approval expires February 28, 2027 |
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