ARMOUR Residential REIT (ARR) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on April 30, 2026, with voting available online for shareholders of record as of March 6, 2026.

• Shareholders will vote on the election of eight directors, ratification of the auditor, executive compensation, frequency of say-on-pay votes, and approval of the Fourth Amended and Restated 2009 Stock Incentive Plan.

• The Board recommends voting FOR all proposals except for proposal 4, where it recommends a ONE (1) YEAR frequency for say-on-pay votes.

• Proxy materials and the 2025 annual report are available online, with options for printed copies upon request.

Voting matters and shareholder proposals

• Proposal 1: Elect eight directors to serve until the 2027 annual meeting.

• Proposal 2: Ratify Deloitte & Touche LLP as independent auditors for 2026.

• Proposal 3: Advisory vote to approve 2025 executive compensation.

• Proposal 4: Advisory vote on frequency of say-on-pay (Board recommends annual vote).

• Proposal 5: Approve the Fourth Amended and Restated 2009 Stock Incentive Plan, increasing authorized shares by 1,000,000 and updating plan terms.

• Shareholder proposal deadlines and procedures for the 2027 meeting are specified.

Board of directors and corporate governance

• The Board consists of eight members, with a majority being independent and diverse in gender and ethnicity.

• Board committees include Audit, Compensation, and Nominating and Corporate Governance, all composed of independent directors.

• Lead independent director coordinates activities of independent directors and ensures governance compliance.

• Directors are subject to stock ownership guidelines and a majority voting standard with a resignation policy for uncontested elections.