UWM Holdings Corporation (NYSE: UWMC) criticized Two Harbors Investment Corp.'s (NYSE: TWO) board of directors after the company rejected UWMC's $12.50 per share acquisition proposal in favor of a lower-priced merger with CrossCountry Mortgage.

Two Harbors announced it rejected UWMC's May 11 proposal to acquire the company for $12.50 per share in cash or stock, maintaining support for its planned merger with CrossCountry Mortgage at $12.00 per share. UWMC's proposal offered shareholders the option to receive either cash or 2.3328 shares of UWMC stock.

Two major proxy advisory firms, Institutional Shareholder Services and Glass Lewis, recommended Two Harbors shareholders vote against the CrossCountry merger. Glass Lewis stated the UWMC proposal "offers comparatively similar certainty of success to the CCM Agreement, but a better, uncapped, cash alternative to Two Harbors shareholders."

UWMC stated it has sufficient financing to complete the transaction, with $424 million in cash and cash equivalents as of March 31, 2026, according to Glass Lewis. The company said it could close a transaction within approximately two months of signing an agreement.

Glass Lewis also criticized executive compensation packages in the CrossCountry merger, noting that "golden parachute payments make up approximately 25.3% of the equity premium of the merger, which shareholders may consider excessive."

Two Harbors shareholders are scheduled to vote on the CrossCountry merger proposal at a special meeting on May 19, 2026. UWMC urged shareholders to vote against the CrossCountry transaction using Two Harbors' proxy card.

The information was based on a statement from UWMC.