{"filing":{"accession_number":"0001766478-26-000038","cik":"0001766478","ticker":"AOMD","company_name":"Angel Oak Mortgage REIT, Inc.","form":"8-K","filing_date":"2026-05-20","report_date":null,"primary_document":"aomr-20260519.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1766478/000176647826000038/aomr-20260519.htm"},"events":[{"id":1343,"run_id":1163,"accession_number":"0001766478-26-000038","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"summary":"Angel Oak Mortgage REIT entered into a material stock repurchase agreement with Xylem Finance LLC for $15.0 million of common stock, scheduled to close on May 20, 2026. The transaction includes termination of the Shareholder Rights Agreement and waiver of registration rights, restructuring the Company's relationship with a major shareholder.","company_name":"Angel Oak Mortgage REIT, Inc.","ticker":"AOMD","filing_date":"2026-05-20","items":[{"id":783,"accession_number":"0001766478-26-000038","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The Company entered into a material definitive stock repurchase agreement with Xylem Finance LLC for $15.0 million of common stock, scheduled to close on May 20, 2026. While this is a share repurchase rather than a traditional M\u0026A transaction, it constitutes a material capital transaction that affects the Company's equity structure and involves a significant shareholder relationship change, including termination of the Shareholder Rights Agreement and waiver of registration rights. The transaction is material to investors as it represents a substantial use of capital and restructures the Company's relationship with a major shareholder.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:57:30.919748+00:00","company_name":"","ticker":null,"filing_date":""},{"id":784,"accession_number":"0001766478-26-000038","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses termination of a Shareholder Rights Agreement (a material definitive agreement), with details incorporated from Item 1.01. While the Item 1.02 reference suggests a straightforward termination, the lack of substantive detail in this section and the cross-reference to Item 1.01 create ambiguity about whether this is a standalone termination or part of a broader M\u0026A or control-change transaction. Without the Item 1.01 content, the most conservative classification is \"other_material\" rather than assuming a specific event type.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:57:30.919748+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":1344,"run_id":1163,"accession_number":"0001766478-26-000038","anchor_item_number":"5.02","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Mr. Vikram Shankar resigned as a member of the Board of Directors effective as of the closing date of the stock repurchase agreement, reducing the Board size from eight to seven members.","company_name":"Angel Oak Mortgage REIT, Inc.","ticker":"AOMD","filing_date":"2026-05-20","items":[{"id":785,"accession_number":"0001766478-26-000038","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"Mr. Vikram Shankar resigned as a member of the Board of Directors effective as of the Closing Date of the Stock Repurchase Agreement. This is a clear departure of a director, reducing the Board size from eight to seven members. While the resignation is stated to be non-contentious and tied to a repurchase transaction, the departure of a board member is material to investors' assessment of governance and board composition.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:57:30.919748+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":783,"accession_number":"0001766478-26-000038","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The Company entered into a material definitive stock repurchase agreement with Xylem Finance LLC for $15.0 million of common stock, scheduled to close on May 20, 2026. While this is a share repurchase rather than a traditional M\u0026A transaction, it constitutes a material capital transaction that affects the Company's equity structure and involves a significant shareholder relationship change, including termination of the Shareholder Rights Agreement and waiver of registration rights. The transaction is material to investors as it represents a substantial use of capital and restructures the Company's relationship with a major shareholder.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:57:30.919748+00:00","company_name":"Angel Oak Mortgage REIT, Inc.","ticker":"AOMD","filing_date":"2026-05-20"},{"id":784,"accession_number":"0001766478-26-000038","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses termination of a Shareholder Rights Agreement (a material definitive agreement), with details incorporated from Item 1.01. While the Item 1.02 reference suggests a straightforward termination, the lack of substantive detail in this section and the cross-reference to Item 1.01 create ambiguity about whether this is a standalone termination or part of a broader M\u0026A or control-change transaction. Without the Item 1.01 content, the most conservative classification is \"other_material\" rather than assuming a specific event type.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:57:30.919748+00:00","company_name":"Angel Oak Mortgage REIT, Inc.","ticker":"AOMD","filing_date":"2026-05-20"},{"id":785,"accession_number":"0001766478-26-000038","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"Mr. Vikram Shankar resigned as a member of the Board of Directors effective as of the Closing Date of the Stock Repurchase Agreement. This is a clear departure of a director, reducing the Board size from eight to seven members. While the resignation is stated to be non-contentious and tied to a repurchase transaction, the departure of a board member is material to investors' assessment of governance and board composition.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-21T02:57:30.919748+00:00","company_name":"Angel Oak Mortgage REIT, Inc.","ticker":"AOMD","filing_date":"2026-05-20"}]}
