ARLINGTON ASSET INVESTMENT CORP. 2023-2024 Proxy Voting Records

Description as filed by funds: A proposal (the "Arlington Merger Proposal") to approve the terms of the Agreement and Plan of Merger, dated as of May 29, 2023, by and among Arlington Asset Investment Corp., a Virginia corporation ("Arlington"), Ellington Financial Inc., a Delaware corporation ("EFC"), EF Merger Sub Inc., a Virginia corporation and a direct wholly owned subsidiary of EFC ("Merger Sub"), and, solely for the limited purposes set forth therein, Ellington Financial Management LLC, a Delaware limited liability company and the external manager of EFC, including the related plan of merger and as amended from time to time, which, among other things, provides for the merger of Arlington with and into Merger Sub (the "Merger"), with Merger Sub continuing as the surviving corporation of the Merger;

ARLINGTON ASSET INVESTMENT CORP.’s own tally for this item (“Proposal 1: Arlington Merger Proposal At the Special Meeting, Arlington common shareholders approved by the requisite vote a proposal to approve the terms of the Agreement and Plan of Merger, dated as of May 29, 2023, by”): 17,810,262 for, 276,354 against — passed, per its Form 8-K filed December 13, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 1 – Arlington Merger Proposal At the Special Meeting, Arlington common shareholders approved by the requisite vote a proposal to approve the terms of the Agreement and Plan of Merger, dated as of May 29, 2023, by and among Arlington, Ellington Financial Inc., a Delaware corporation (“EFC”)…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 12 asset managers below reported 2,093,022 for, 1 abstained.

Description as filed by funds: A proposal to approve the adjournment of the Arlington special meeting, if necessary or appropriate, for the purpose of soliciting additional proxies for the approval of the Arlington Merger Proposal (the "Arlington Adjournment Proposal").

The 12 asset managers below reported 1,815,509 for, 277,513 against, 1 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Description as filed by funds: A non-binding advisory proposal to approve the compensation that may be paid or become payable to Arlington's named executive officers that is based on or otherwise relates to the Merger (the "Arlington Non-Binding Compensation Advisory Proposal"); and

ARLINGTON ASSET INVESTMENT CORP.’s own tally for this item (“2. Arlington Non-Binding Compensation Advisory Proposal At the Special Meeting, the non-binding advisory proposal to approve the compensation that may be paid or become payable to Arlington’s named executive officers tha”): 12,702,366 for, 5,103,474 against — passed, per its Form 8-K filed December 13, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 – Arlington Non-Binding Compensation Advisory Proposal At the Special Meeting, the non-binding advisory proposal to approve the compensation that may be paid or become payable to Arlington’s named executive officers that is based on or otherwise relates to the Merger was approved as foll…”
Support: 71% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 11 managers: 2,093,022 against.

Institutional-manager reports, all 49 managers: 4,746,960 for, 1,382,212 against, 1 abstained, 1,835 not voted. Showing the 25 largest; every one is in the interactive database (link above).