Two Harbors Investment (TWO) Proxy filing summary

Executive summary

• Board is reviewing a revised, unsolicited, non-binding proposal from UWMC while maintaining support for the CCM merger agreement.

• The CCM merger agreement remains active, with increased cash consideration for stockholders following an April 28, 2026 amendment.

• Stockholders are encouraged to vote in favor of the CCM transaction at the upcoming special meeting.

• Forward-looking statements highlight expectations, plans, and risks related to the CCM transaction, subject to uncertainties.

Voting matters and shareholder proposals

• Stockholders will vote on the proposed CCM transaction at a special meeting.

• The Board's recommendation is to approve the CCM transaction.

• Competing proposals, including the latest from UWMC, are under review for terms, financing, and deal certainty.

Board of directors and corporate governance

• The Board is working with independent financial and legal advisors to evaluate all proposals.

• Directors, executive officers, and certain employees may be deemed participants in proxy solicitation.