Angel Oak Mortgage REIT (AOMR) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for May 14, 2025, with voting on director elections, auditor ratification, and executive compensation advisory resolution.

• Proxy materials are distributed electronically, with options for internet, phone, or mail voting.

• Only stockholders of record as of March 18, 2025, are eligible to vote.

Voting matters and shareholder proposals

• Stockholders will vote to elect eight directors, ratify KPMG LLP as auditor for 2025, and approve a non-binding resolution on executive compensation.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2026 meeting must be submitted by December 3, 2025.

Board of directors and corporate governance

• Board consists of eight members with diverse backgrounds in finance, real estate, and investment management.

• Two directors are designated by major shareholders under shareholder rights agreements.

• Five directors are independent per NYSE standards.

• Board committees include Audit, Compensation, Nominating and Corporate Governance, and Affiliated Transactions and Risk Committees.

• Annual board and committee self-evaluations are conducted.

• Stock ownership guidelines and anti-hedging policies are in place for directors and executives.