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Stockholders' Equity
 12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
Stockholders' Equity Stockholders' Equity
Preferred Stock
We are authorized to designate and issue up to 10.0 million shares of preferred stock in one or more classes or series. As of December 31, 2022 and 2021, 13,800, 10,350, 16,100 and 23,000 shares of preferred stock were designated as 7.00% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, 6.875% Series D Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, 6.50% Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock and 6.125% Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, respectively, (referred to as "Series C, D, E and F Preferred Stock", respectively). As of December 31, 2022, an additional 6,900 shares were designated as 7.75% Series G Fixed-Rate Reset Cumulative Redeemable Preferred Stock (referred to as "Series G Preferred Stock"). As of December 31, 2022 and 2021, 13,000, 9,400, 16,100 and 23,000 shares of Series C, D, E and F Preferred Stock, respectively, were issued and outstanding. As of December 31, 2022, an additional 6,000 shares of Series G Preferred Stock were issued and outstanding. Each share of preferred stock is represented by 1,000 depositary shares. Each share of preferred stock has a liquidation preference of $25,000 per share ($25 per depositary share).
Our preferred stock ranks senior to our common stock with respect to the payment of dividends and the distribution of assets upon a voluntary or involuntary liquidation, dissolution or winding up of the Company. Our preferred stock has no stated maturity, is not subject to any sinking fund or mandatory redemption and each series of preferred stock ranks on parity with one another. Under certain circumstances upon a change of control, our preferred stock is convertible to shares of our common stock. Holders of our preferred stock and depositary shares underlying our preferred stock have no voting rights, except under limited conditions. Beginning on each series' optional redemption date, we may redeem shares at $25.00 per depositary share, plus accumulated and unpaid dividends (whether or not declared), exclusively at our option.
The following table includes a summary of preferred stock depositary shares issued and outstanding as of December 31, 2022 (dollars and shares in millions):
Cumulative Redeemable Preferred Stock 1
Issue DateDepositary
Shares
Issued
and
Outstanding		Carrying
Value		 Aggregate
Liquidation Preference
Per Annum Dividend
Rate 2
First Optional
Redemption Date / Conversion Date 3
Conversion
Rate
Fixed-to-Floating Rate:
Series CAugust 22, 201713.0 $315 $325 9.190%October 15, 2022
3M LIBOR + 5.111%
Series DMarch 6, 20199.4 227 235 6.875%April 15, 2024
3M LIBOR + 4.332%
Series EOctober 3, 201916.1 390 403 6.500%October 15, 2024
3M LIBOR + 4.993%
Series FFebruary 11, 202023.0 557 575 6.125%April 15, 2025
3M LIBOR + 4.697%
Fixed-Rate Reset:
Series GSeptember 14, 20226.0 145 150 7.750%October 15, 2027
5 YR US Treasury Rate + 4.39%
Total67.5 $1,634 $1,688 
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1.Preferred stock accrue dividends at an initial annual fixed rate of the $25.00 liquidation preference per depositary share from the issuance date up to, but not including, the fixed-to-floating rate or fixed-rate-reset conversion date; thereafter, dividends will accrue on a floating rate or fixed-rate-reset basis equal to the conversion rate plus a fixed spread.
2.The series C per annum dividend rate represents the dividend rate in effect as of December 31, 2022. This rate resets quarterly in accordance with the certificate of designations for such series.
3.Shares may be redeemed prior to our optional redemption date under certain circumstances intended to preserve our qualification as a REIT for U.S federal income tax purposes.
At-the-Market Offering Program
We are authorized by our Board of Directors to enter into agreements with sales agents to publicly offer and sell shares of our common stock in privately negotiated and/or at-the-market transactions from time-to-time up to a maximum aggregate offering price of our common stock. The following table includes a summary of shares of our common stock sold under the sales agreements during fiscal years 2022 and 2020 (in millions, except for per share data). During fiscal year 2021 we did not issue shares under this program. As of December 31, 2022, shares of our common stock with an aggregate offering price of $0.7 billion remained authorized for issuance under this program through June 11, 2024.
ATM OfferingsAverage Price Received Per Share, NetSharesNet Proceeds
Fiscal Year 2022$9.3956.0 $526 
Fiscal Year 2020$16.4626.7 $439 
Common Stock Repurchase Program
We are authorized by our Board of Directors to repurchase shares of our common stock in open market or through privately negotiated transactions or pursuant to a trading plan that may be adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The following table includes a summary of shares of our common stock repurchased during fiscal years 2022, 2021 and 2020 (in millions, except for per share data). As of December 31, 2022, shares of our common stock with an aggregate repurchase price of $1 billion remained authorized for repurchase through December 31, 2024.
Common Stock Repurchases
Average Price Paid Per Share 1
SharesNet Cost
Fiscal Year 2022$10.784.7 $51 
Fiscal Year 2021 2
$15.9617.7 $281 
Fiscal Year 2020$13.3328.2 $378 
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1.Average price paid per share includes transaction costs.
2.Includes December 2020 share repurchases that settled in January 2021 totaling $24 million, or 1.6 million shares.
Distributions to Stockholders
The following table summarizes dividends declared during fiscal years 2022, 2021 and 2020 (in millions, except per share amounts):
Dividends Declared
Dividends Declared Per Share 1
Series C Preferred Stock
Fiscal year 2022$25 $1.886880 
Fiscal year 2021$23 $1.750000 
Fiscal year 2020$23 $1.750000 
Series D Preferred Stock
Fiscal year 2022$16 $1.718750 
Fiscal year 2021$16 $1.718750 
Fiscal year 2020$16 $1.718750 
Series E Preferred Stock
Fiscal year 2022$26 $1.625000 
Fiscal year 2021$26 $1.625000 
Fiscal year 2020$26 $1.625000 
Series F Preferred Stock
Fiscal year 2022$35 $1.531250 
Fiscal year 2021$35 $1.531250 
Fiscal year 2020$33 $1.420658 
Series G Preferred Stock
Fiscal year 2022$4 $0.651220 
Common Stock
Fiscal year 2022$775 $1.440000 
Fiscal year 2021$757 $1.440000 
Fiscal year 2020$858 $1.560000 
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1.Preferred stock per share amounts are per depositary share.
The following table summarizes our tax characterization of distributions to stockholders for fiscal years 2022, 2021 and 2020. Distributions included in the table below are based on the fiscal tax year for which the distribution is attributed to for stockholders in accordance with rules promulgated under the Internal Revenue Code:
Tax Characterization 1
Fiscal Tax Year
Distribution Rate 1
Ordinary Dividend Per ShareQualified DividendsCapital Gain Dividend Per ShareNon-Dividend DistributionsSection 199A Dividend
Series C Preferred Stock
Fiscal year 2022$1.750000 $1.750000 $— $— $— $1.750000 
Fiscal year 2021$1.750000 $0.341718 $— $0.095782 $1.312500 $0.341718 
Fiscal year 2020$1.750000 $0.570268 $— $1.179732 $— $0.570268 
Series D Preferred Stock
Fiscal year 2022$1.718750 $1.718750 $— $— $— $1.718750 
Fiscal year 2021$1.718750 $0.335616 $— $0.094072 $1.289063 $0.335616 
Fiscal year 2020$1.718750 $0.560086 $— $1.158664 $— $0.560086 
Series E Preferred Stock
Fiscal year 2022$1.625000 $1.625000 $— $— $— $1.625000 
Fiscal year 2021$1.625000 $0.317310 $— $0.088940 $1.218750 $0.317310 
Fiscal year 2020$1.679170 $0.547188 $— $1.131982 $— $0.547188 
Series F Preferred Stock
Fiscal year 2022$1.531250 $1.531250 $— $— $— $1.531250 
Fiscal year 2021$1.531250 $0.299004 $— $0.083809 $1.148438 $0.299004 
Fiscal year 2020$1.037845 $0.338201 $— $0.699644 $— $0.338201 
Common Stock
Fiscal year 2022$1.440000 $0.669420 $— $— $0.770580 $0.669420 
Fiscal year 2021$1.320000 $0.095930 $— $0.026889 $1.197181 $0.095930 
Fiscal year 2020$1.720000 $0.560492 $— $1.159508 $— $0.560492 
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1.Preferred stock per share amounts are per depositary share.
Accumulated Other Comprehensive Income (Loss)
The following table summarizes changes to accumulated OCI for fiscal years 2022, 2021 and 2020 (in millions):
Fiscal Year
Accumulated Other Comprehensive Income (Loss)202220212020
Beginning Balance $301 $719 $97 
OCI before reclassifications
(1,015)(382)703 
Net loss amounts for available-for-sale securities reclassified from accumulated OCI to realized gain (loss) on sale of investment securities, net42 (36)(81)
Ending Balance$(672)$301 $719