ARMOUR Residential REIT (ARR) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 1, 2025, to elect directors, ratify the auditor, and hold a say-on-pay vote.

• Stockholders can vote online, by phone, mail, or during the meeting; institutional and retail investors are both engaged in governance.

• The company is externally managed by ACM, with management fees and related party transactions disclosed.

Voting matters and shareholder proposals

• Proposals include electing eight directors, ratifying Deloitte as auditor for 2025, and an advisory vote on 2024 executive compensation.

• The board recommends voting FOR all three proposals.

• Only stockholders of record as of March 7, 2025, may vote.

• Majority voting and director resignation policies are in place for uncontested elections.

Board of directors and corporate governance

• The board consists of eight members, with 63% independent, 25% female, and 13% ethnically/racially diverse.

• Annual election of directors, majority voting, and written charters for all committees.

• Committees include Audit, Compensation, and Nominating & Corporate Governance, all composed of independent directors.

• Lead independent director coordinates activities of independent directors.

• Stock ownership and retention guidelines apply to directors and executives.