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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
 
DC 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 24, 2022
Orchid Island Capital, Inc.
(Exact Name of Registrant as Specified in Charter)
Maryland
001-35236
27-3269228
(State or Other Jurisdiction of
Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
3305 Flamingo Drive
,
Vero Beach
,
Florida
32963
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number,
 
including area code
(
772
)
231-1400
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended
 
to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
 
Written communications pursuant
 
to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a
 
-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b)
 
under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
 
Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class:
Trading symbol:
 
Name of each exchange
 
on which registered:
Common Stock, par value $0.01 per share
ORC
NYSE
Indicate by check mark whether the registrant is an emerging growth
 
company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
 
Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company
 
If an emerging growth company,
 
indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided
 
pursuant to Section 13(a) of the Exchange
Act.
 
 
 
ITEM 2.02. Results of Operations and Financial Condition.
On February 24, 2022, Orchid Island Capital, Inc. (the “Company”) issued the press
 
release attached hereto as Exhibit 99.1
announcing the Company’s results of
 
operations for the period ended December 31, 2021. In addition, the
 
Company posted
supplemental financial information on the investor relations section of its website
 
(https://ir.orchidislandcapital.com).
 
The
press release, attached as Exhibit 99.1, is being furnished under this “Item
 
2.02 Results of Operations and Financial
Condition,” and shall not be deemed “filed” for purposes of Section 18
 
of the Securities Exchange Act of 1934, nor shall it be
deemed incorporated by reference in any disclosure document of the Company,
 
except as shall be expressly set forth by
specific reference in such document.
Caution About Forward-Looking Statements.
 
This Current Report on Form 8-K contains forward-looking statements within
 
the meaning of the Private Securities Litigation
Reform Act of
 
1995 and other
 
federal securities laws,
 
including, but not limited
 
to, statements regarding interest
 
rates, liquidity,
pledging
 
of our
 
structured
 
RMBS, funding
 
levels and
 
spreads, prepayment
 
speeds,
 
portfolio
 
positioning
 
and repositioning,
hedging levels,
 
dividends, growth,
 
the supply
 
and demand
 
for Agency
 
RMBS, the
 
effect of
 
actual or
 
expected actions
 
of the
U.S.
 
government,
 
including
 
the Federal
 
Reserve,
 
market
 
expectations,
 
the stock
 
repurchase
 
program
 
and general
 
economic
conditions. These
 
forward-looking statements
 
are based
 
upon the
 
Company’s
 
present expectations,
 
but the
 
Company cannot
assure investors that
 
actual results will
 
not vary from
 
the expectations contained
 
in the forward-looking
 
statements. Investors
should
 
not
 
place
 
undue
 
reliance
 
upon
 
forward-looking
 
statements.
 
For
 
further
 
discussion
 
of
 
the
 
factors
 
that
 
could
 
affect
outcomes, please refer
 
to the “Risk Factors” section
 
of the Company's Annual
 
Report on Form 10-K
 
for the fiscal year
 
ended
December 31,
 
2020, which
 
has been
 
filed with
 
the Securities
 
and Exchange
 
Commission (the
 
“SEC”), and
 
other documents
that the Company files with the SEC.
 
All forward-looking statements speak only as
 
of the date on which they are made.
 
New
risks
 
and
 
uncertainties
 
arise
 
over
 
time, and
 
it is
 
not possible
 
to
 
predict
 
those events
 
or how
 
they
 
may
 
affect
 
the Company.
Except
 
as require
 
d
 
by law,
 
the
 
Company
 
is not
 
obligated
 
to, and
 
does not
 
intend
 
to,
 
update or
 
revise
 
any
 
forward-looking
statements, whether as a result of new information, future events or otherwise.
Item 9.01. Financial Statements and Exhibits.
(d)
 
Exhibits
Exhibit No.
Description
99.1
104
Cover Page Interactive Data File (embedded within the Inline XBRL
document)
 
 
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report
 
to be signed on
its behalf by the undersigned hereunto duly authorized.
Date: February 24, 2022
 
ORCHID ISLAND CAPITAL,
 
INC.
By:
/s/ Robert E. Cauley
Robert E. Cauley
Chairman and Chief Executive Officer