Item 3.03 Material Modification to Rights of Security Holders.

On March 15 2021, Anworth Mortgage Asset Corporation ("Anworth") announced that in accordance with the terms of Anworth's 6.25% Series B Cumulative Convertible Preferred Stock (the "Series B Preferred Stock"), the conversion rate of the Series B Preferred Stock has increased from 6.2176 shares of Anworth's common stock to 6.2235 shares of its common stock effective March 16, 2021.

As previously announced on February 25, 2021, the Board of Directors of Anworth declared a common stock dividend of $0.04 per share, which is payable on March 18, 2021 to holders of record of Anworth's common stock as of the close of business on March 15, 2021. When Anworth pays a cash dividend during any quarterly fiscal period to its holders of common stock in an amount that results in an annualized common stock dividend yield greater than 6.25% (the dividend yield on the Series B Preferred Stock), the conversion rate on the Series B Preferred Stock is adjusted based on a formula specified in the Articles Supplementary Establishing and Fixing the Rights and Preferences of the Series B Preferred Stock. As a result of this dividend, the conversion rate of the Series B Preferred Stock has increased from 6.2176 shares of Anworth's common stock to 6.2235 shares of its common stock effective March 16, 2021.




Item 8.01 Other Events.

On March 15, 2021, Anworth issued a press release (the "Press Release") announcing that in accordance with the terms of Anworth's 6.25% Series B Cumulative Convertible Preferred Stock ("Series B Preferred Stock"), the conversion rate of the Series B Preferred Stock has increased from 6.2176 shares of Anworth's common stock to 6.2235 shares of its common stock effective March 16, 2021.

A copy of the Press Release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

As discussed therein, the Press Release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and, as such, may involve known and unknown risks, uncertainties and assumptions. These forward-looking statements relate to Anworth's current expectations and are subject to the limitations and qualifications set forth in the press release as well as in Anworth's other documents filed with the U.S. Securities and Exchange Commission, including, without limitation, that actual events and/or results may differ materially from those projected in such forward-looking statements.

Item 9.01 Financial Statements and Exhibits.





(a)      Not Applicable.

(b)      Not Applicable.

(c)      Not Applicable.

(d)      Exhibits.

         Exhibit 99.1 Press Release dated March 15, 2021 announcing an increase to the
                      conversion rate of Anworth's 6.25% Series B Cumulative
                      Convertible Preferred Stock effective March 16, 2021.



                                       2

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses