10-K: Invesco Mortgage Capital Reports Strong 2025 Net Income
Annual Report
Invesco Mortgage Capital Inc. reported a significant increase in net income for 2025, driven by net gains on investments and improved net interest income, despite losses on derivative instruments.
Summary
- Net income attributable to common stockholders increased to $88.2 million in 2025, up from $34.8 million in 2024.
- Basic and diluted earnings per share rose to $1.32 in 2025, compared to $0.65 in 2024.
- Net interest income increased by $38.6 million to $75.4 million in 2025, from $36.8 million in 2024.
- The total investment portfolio grew to $6.28 billion in 2025 from $5.45 billion in 2024, with Agency RMBS constituting approximately 85% of the portfolio.
- The average cost of funds decreased by 95 basis points to 4.44% in 2025, down from 5.39% in 2024.
- The Federal Open Market Committee (FOMC) lowered its benchmark Federal Funds target rate by 25 basis points on three occasions during 2025 and ended its quantitative tightening program in Q4 2025.
- Agency RMBS delivered robust performance in Q4 2025, marking its strongest calendar-year performance relative to U.S. Treasury securities since 2010.
- Book value per common share decreased 2.2% to $8.72 as of December 31, 2025, from $8.92 as of December 31, 2024.
- The company repurchased and retired 352,528 shares of Series C Preferred Stock in 2025 and issued 9,983,179 shares of common stock for $81.6 million in net proceeds.
Sentiment
Score: 8
Explanation: StockSavvy.ai views this as a strong performance, with significant improvements in net income and net interest income, driven by favorable market conditions and effective portfolio management, despite a slight decline in book value per common share.
Positives
- Net income attributable to common stockholders significantly increased to $88.2 million in 2025 from $34.8 million in 2024.
- Basic and diluted earnings per share rose to $1.32 in 2025 from $0.65 in 2024.
- Net interest income increased by $38.6 million to $75.4 million in 2025, up from $36.8 million in 2024.
- The company recorded net unrealized gains on its MBS portfolio of $151.8 million in 2025, compared to net unrealized losses of $124.3 million in 2024, primarily due to declining interest rates and tightening MBS spreads.
- Average cost of funds decreased by 95 basis points to 4.44% in 2025, contributing to improved net interest income.
- Agency RMBS showed robust performance in Q4 2025, achieving its strongest calendar-year performance relative to U.S. Treasury securities since 2010.
- The Federal Open Market Committee (FOMC) lowered its benchmark Federal Funds target rate by 25 basis points on three occasions during 2025, reflecting a more accommodative monetary policy.
- The FOMC ended its program of quantitative tightening during Q4 2025, which could stabilize the market.
- Agency CMBS risk premiums finished 2025 largely unchanged, retracing spread widening from April, supported by improving trade relations and confidence in monetary policy easing.
- The company maintains sufficient liquidity and capital resources for additional investments, debt repayments, margin requirements, and REIT-required cash dividends.
Negatives
- Book value per common share decreased 2.2% to $8.72 as of December 31, 2025, from $8.92 as of December 31, 2024.
- Net losses on derivative instruments amounted to $104.9 million in 2025, compared to net gains of $176.6 million in 2024, primarily due to declining swap rates and interest rates.
- The labor market weakened in 2025, with the economy adding 181,000 jobs compared to 1.5 million jobs in 2024, and losing 51,000 jobs in Q4 2025.
- Inflation readings, while trending modestly lower, continued to exceed the Federal Reserve's 2% target, ending the year at 2.7% (headline CPI) and 2.6% (core CPI).
- The company sold its remaining non-Agency securities during 2025, indicating a reduction in portfolio diversification.
- Prepayment speeds increased modestly in 2025, which can accelerate premium amortization and reduce interest income on premium-priced securities.
- One counterparty held collateral that exceeded the amounts borrowed under related repurchase agreements by more than 5% of stockholders' equity as of December 31, 2025, indicating concentration risk.
Risks
- Fluctuations in interest rates could adversely affect the value of investments and derivative financial instruments, increasing interest expense, and reducing earnings, profitability, and dividends.
- Interest rate volatility represents significant risks, potentially affecting liquidity, increasing costs, and impacting risk management effectiveness.
- Spread risk is inherent to investing in MBS and other mortgage-related assets; widening spreads between mortgage assets and benchmark rates can cause book value to decline, and hedges typically do not protect against spread risk.
- An active portfolio management strategy may expose the company to greater losses and lower returns compared to passive strategies if market conditions are incorrectly assessed.
- The U.S. Federal Reserve's, GSEs', or FDIC's participation in the Agency RMBS market could have an adverse effect on Agency RMBS investments, impacting supply, pricing, and returns.
- Volatile market conditions for mortgages and mortgage-related assets as well as broader financial markets can lead to significant liquidity contraction, adversely affecting asset values.
- Premium securities may be subject to more risk than par value securities, as declining interest rates increase premium levels and rising rates tend to reduce them.
- Prepayment rates may adversely affect the value of the investment portfolio, especially for premium securities, by accelerating premium amortization.
- Market conditions may upset the historical relationship between interest rate changes and prepayment trends, making portfolio analysis more difficult.
- Investments may be concentrated in certain types of securities, leading to higher risk of default if a downturn affects that specific sector.
- The Federal conservatorship of Fannie Mae and Freddie Mac, and any changes in laws affecting them, may adversely affect the business, including the value of Agency MBS and financing availability.
- Operating in a highly competitive market for investment opportunities may limit the ability to acquire desirable investments and affect pricing.
- Elevated interest rates may decrease the availability of certain target assets, affecting the ability to acquire assets that satisfy investment objectives and generate income/dividends.
- Acquisition of target assets subject to defaults, foreclosure timeline extension, fraud, price depreciation, and unfavorable loan modifications could result in losses.
- Subordinated MBS assets may be in the first loss position, subjecting the company to greater risks of loss.
- Lack of control over special servicing of mortgage loans in CMBS could adversely affect interests.
- Due diligence of potential assets may not reveal all liabilities or weaknesses, leading to losses.
- Dependence on third-party service providers (e.g., mortgage servicers) exposes the company to risks associated with their performance.
- A decline in the market value of mortgage-backed securities may adversely affect results of operations and financial condition, impacting stockholders' equity and book value per common share.
- Use of significant leverage increases the risk of substantial losses, especially during volatile markets, and exposes the company to margin calls and forced asset sales.
- Inability to access repurchase agreement financing on acceptable terms could have a material adverse effect, potentially forcing asset disposal at depressed prices.
- Inherent uncertainty of repurchase transactions, including counterparty credit risk, may cause losses if a lender defaults or if the value of underlying securities declines.
- Repurchase agreements and other financing arrangements may require additional collateral and restrict leveraging assets as fully as desired.
- Failure to comply with covenants in financing and hedging arrangements would have a material adverse effect.
- Use of repurchase agreements may give lenders greater rights in bankruptcy.
- Hedging transactions could expose the company to contingent liabilities in the future, requiring cash payments.
- Hedging may adversely affect earnings and reduce cash available for distribution to stockholders.
- Hedging strategies may be ineffective due to various factors, including cost, correlation, duration mismatch, and regulatory limits.
- Clearing facilities or exchanges may increase margin requirements for derivative instruments, negatively impacting hedging ability and liquidity.
- Investment in synthetic securities, credit default swaps, and other credit derivatives exposes the company to additional risks, including counterparty insolvency and illiquid markets.
- It may be uneconomical to βrollβ Agency MBS TBA holdings, or the company may be unable to meet margin calls on TBA contracts, which could negatively affect financial condition and results of operations.
- Business may be adversely affected by unfavorable or changing economic, market, and political conditions (inflation, recession, geopolitical instability, etc.).
- Maintaining 1940 Act exclusions for subsidiaries imposes limits on operations, and failure to maintain an exclusion could have a material negative impact.
- High dependence on information systems means failures, damage, attacks, or unauthorized access (including cyber-attacks) could disrupt business, affect stock price, and ability to pay dividends.
- Advancements and increased use of artificial intelligence (AI) present risks and challenges, including legal/regulatory evolution, model errors, data quality issues, bias, intellectual property infringement, and use by bad actors for fraud/cyberattacks.
- Reliance on quantitative models for investment decisions and risk analysis means errors in models or assumptions could have adverse consequences.
- Share repurchases may negatively impact compliance with financing covenants and regulatory requirements (1940 Act, REIT qualification) and future investment ability.
- Preparation of financial statements involves estimates, judgments, and assumptions, which if inaccurate, could materially affect statements.
- Changes in fair value of derivatives may result in volatility in U.S. GAAP earnings.
- Reported U.S. GAAP financial results differ from REIT taxable income, impacting dividend distribution requirements and not being an accurate indicator of future taxable income/dividends.
- Dependence on the Manager and its key personnel for success, with potential conflicts of interest.
- No minimum dividend payment level established, and ability to pay dividends is not assured.
- Future offerings of debt or equity securities senior to common stock may adversely affect common stock market price and dilute ownership.
- Certain provisions of Maryland law and organizational documents could inhibit changes in control.
- As sole general partner of the Operating Partnership, the company could become liable for its debts.
- Investment in capital stock has various U.S. federal income tax risks, and there are risks involved with REIT qualification requirements.
- Failure to qualify as a REIT would result in substantial tax liability and reduced cash for distributions.
- Adverse legislative or regulatory tax changes could increase tax liability, reduce operating flexibility, and stock price.
- To maintain REIT status, the company may have to borrow funds on a short-term basis during unfavorable market conditions.
- Compliance with REIT requirements may cause the company to forgo otherwise attractive opportunities.
- Ownership limitations (9.8%) may restrict change of control or business combination opportunities.
- Authorized but unissued shares of capital stock may prevent a change in control.
- Change of control conversion feature of Series C Preferred Stock may make it more difficult for a party to acquire the company.
- Rights of stockholders to take action against directors and officers are limited by Maryland law and charter.
- Liquidation of assets to repay obligations to lenders may jeopardize REIT qualification.
- Purchases of mortgages at a discount may affect the ability to satisfy REIT asset and gross income tests.
- REIT qualification could be jeopardized by interests in joint ventures or investment funds.
- May be required to report taxable income for certain investments in excess of economic income ultimately realized.
- Failure of assets subject to repurchase agreements to qualify as real estate assets could adversely affect REIT qualification.
- Tax on prohibited transactions will limit ability to engage in certain transactions.
- Changing the nature of assets may complicate ability to satisfy REIT gross income and asset tests.
- Uncertainty exists with respect to the treatment of TBAs for REIT asset and income tests.
Future Outlook
The company remains constructive on Agency RMBS, anticipating a favorable environment due to reduced interest rate volatility, broadening investor demand, and a steeper yield curve, further supported by Fannie Mae and Freddie Mac's announced $200 billion Agency RMBS purchases. Agency CMBS is expected to continue offering attractive risk-adjusted yields and diversification benefits. Management expects an additional 50 basis points of rate cuts by the end of 2026, indicating a more accommodative Federal Reserve. The company intends to refinance most repurchase agreement borrowings at market rates and believes current liquidity and capital are sufficient for short-term needs, with long-term requirements subject to ongoing debt financing and potential future equity/debt offerings.
Management Comments
- Our objective is to provide attractive risk-adjusted returns to our stockholders, primarily through dividends and secondarily through capital appreciation.
- We continuously evaluate new investment opportunities to complement our current investment portfolio by expanding our target assets and portfolio diversification.
- We believe that our competitive advantages include Significant Experience of Our Senior Management and Our Manager, Access to Our Manager's Sophisticated Analytical Tools, Infrastructure and Expertise, Extensive Strategic Relationships and Experience of our Manager and its Affiliates, and Disciplined Investment Approach.
- We believe that the power of our board of directors to amend our charter from time to time to increase or decrease the number of authorized shares of stock or the number of shares of stock of any class or series that we have authority to issue, to issue additional authorized but unissued shares of common or preferred stock and to classify or reclassify unissued shares of common or preferred stock into other classes or series of stock and thereafter to issue such classified or reclassified shares of stock provides us with increased flexibility in structuring possible future financings and acquisitions and in meeting other needs that might arise.
- We remain constructive on Agency RMBS, though we view near-term risks as balanced following the sector's strong performance, reinforced by the recent announcements that Fannie Mae and Freddie Mac will purchase $200 billion in Agency RMBS.
- Agency CMBS continues to offer attractive risk-adjusted yields and diversification benefits given its stable cash flow profile and lower sensitivity to interest rate fluctuations.
- Longer term, the environment for Agency MBS investments is likely to remain favorable given reduced interest rate volatility and expectations for broadening investor demand and a steeper yield curve.
- We currently believe that we have sufficient liquidity and capital resources available for the acquisition of additional investments, repayments on borrowings, margin requirements and the payment of cash dividends as required for continued qualification as a REIT.
- We intend to maintain a level of liquidity in relation to our assets that enables us to meet reasonably anticipated margin calls and increased collateral requirements but that also allows us to be substantially invested in securities.
- We intend to operate in a manner that complies with all of our financial covenants.
- We believe that we satisfied each of the asset tests in Section 856(c)(4) of the Internal Revenue Code... We also believe that our revenue qualifies for the 75% source of income test and for the 95% source of income test rules for the year ended December 31, 2025. Consequently, we believe we met the REIT income and asset test as of December 31, 2025. We also met all REIT requirements regarding the stock ownership and distribution of dividends of our taxable income as of December 31, 2025. Therefore, as of December 31, 2025, we believe that we qualified as a REIT under the Code.
- At all times, we intend to conduct our business so that neither we nor our Operating Partnership nor the subsidiaries of our Operating Partnership are required to register as an investment company under the 1940 Act.
Industry Context
StockSavvy.ai notes that the broader market conditions in 2025, characterized by declining interest rate volatility and a more accommodative Federal Reserve, created a favorable environment for Agency RMBS, leading to its strongest performance relative to U.S. Treasury securities since 2010. The announced $200 billion Agency RMBS purchases by Fannie Mae and Freddie Mac further underscore a supportive institutional backdrop for the sector, potentially boosting demand and valuations for companies like Invesco Mortgage Capital. The weakening labor market and inflation remaining above target, however, suggest ongoing economic complexities that could influence future monetary policy and market dynamics.
Comparison to Industry Standards
- Agency RMBS delivered robust performance during Q4 2025, marking the strongest calendar-year performance for the sector relative to U.S. Treasury securities since 2010, indicating significant outperformance against a key industry benchmark.
- The company's debt-to-equity ratio of 7.0 in 2025 (up from 6.7 in 2024) is within the typical range for mortgage REITs, which commonly employ substantial leverage to achieve return objectives, although higher leverage amplifies both potential gains and losses.
- The average cost of funds decreased by 95 basis points to 4.44% in 2025, reflecting a broader industry trend of declining interest rates and a more accommodative Federal Reserve, which is generally beneficial for levered entities in the mortgage REIT sector.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Board Authority | The board of directors has the authority to amend the charter to increase or decrease authorized shares without stockholder approval, and to classify and reclassify unissued shares of common or preferred stock. | NA | Increases board flexibility in capital structure management but could dilute existing stockholders or prevent certain change-of-control transactions. |
| Board Composition | The number of directors may be established by the board, up to a maximum of 15. Vacancies on the board can only be filled by a majority of remaining directors, serving for the remainder of the full term. | NA | Centralizes control over board composition with the existing board, potentially limiting stockholder influence on board changes. |
| Director Removal | Directors can only be removed for cause and by a two-thirds affirmative vote of stockholders entitled to cast votes generally in the election of directors. | NA | Provides significant protection for incumbent directors against removal, making hostile takeovers more difficult. |
| Business Combinations | The board has, by resolution, exempted business combinations between the company and any other person, provided such combination is first approved by the board (including a majority of independent directors). | NA | Waives certain Maryland General Corporation Law (MGCL) supermajority voting requirements for business combinations, potentially facilitating board-approved transactions but allowing deals that might not require broader stockholder approval. |
| Control Share Acquisitions | Bylaws contain a provision exempting all acquisitions of shares from the control share acquisition statute. | NA | Removes a significant anti-takeover defense, potentially making the company more susceptible to unsolicited acquisition attempts, though this provision could be amended or eliminated in the future. |
| Board Vacancy Filling | The company has elected to be subject to Subtitle 8 of the MGCL relating to the filling of vacancies on the board of directors by only a majority of the remaining directors, even if less than a quorum. | NA | Ensures continuity of board leadership and prevents minority stockholders from blocking board appointments in case of vacancies. |
| Bylaw Amendments | The board of directors has the power to adopt, alter, or repeal any provision of the bylaws and to make new bylaws. Stockholders may also alter or repeal bylaws with a majority vote. | NA | Provides flexibility for both the board and stockholders to adapt governance rules, with the board having primary initiation power. |
| REIT Election Revocation | The board of directors may revoke or terminate the REIT election without stockholder approval if it determines it's no longer in the company's best interests. | NA | Grants the board significant power over the company's tax status, which could have substantial financial implications for the company and its stockholders without direct stockholder consent. |
| Investment Approval | An investment in a security structured or issued by an entity managed by Invesco must be approved by the Audit Committee. | NA | Mitigates potential conflicts of interest arising from related-party investment opportunities by requiring independent director oversight. |
| Cybersecurity Oversight | The Board of Directors oversees cybersecurity risk and receives updates generally twice a year from the CISO (or designee). The CISO also provides quarterly updates to the company's enterprise risk management committee, which updates the Board. | NA | Establishes a structured oversight framework for cybersecurity, enhancing risk management and protection of information assets. |
Legal Proceedings
- As of December 31, 2025, the company was not involved in any legal proceedings.
Related Party Transactions
- The company is externally managed and advised by Invesco Advisers, Inc. (Manager), an indirect wholly-owned subsidiary of Invesco Ltd. (Invesco).
- All officers are employees of the Manager or its affiliates.
- The company reimburses the Manager for operating expenses incurred on its behalf, totaling $6.033 million in 2025.
- The company pays the Manager a fee equal to 1.50% of stockholders' equity per annum, with management fees totaling $11.3 million in 2025.
- No management fees were paid on investments in unconsolidated ventures managed by an affiliate of the Manager.
- The management agreement was negotiated between related parties and may not be as favorable as an arms-length agreement, and termination without cause is costly (three times the average annual management fee over 24 months).
- Conflicts of interest exist due to the relationship with the Manager and Invesco, including competition for investment opportunities and potential allocation of favorable investments to other clients.
- The Audit Committee must approve any investment in a security structured or issued by an entity managed by Invesco to address potential conflicts of interest.
Stakeholder Impact
- Shareholders (Common): Experienced increased net income and EPS, but a decrease in book value per common share. Future equity issuances could dilute ownership, and dividends are discretionary.
- Shareholders (Preferred): Continue to receive cumulative cash dividends, with a share repurchase program in place for Series C Preferred Stock. The change of control conversion feature may influence acquisition proposals.
- Employees: The company has no direct employees, relying on the Manager's personnel. The Manager invests in talent development and employee well-being.
- Customers/Clients: Not directly applicable as a mortgage REIT, but the company's performance aims to provide attractive risk-adjusted returns to its stockholders.
- Suppliers/Counterparties: The company depends on third-party service providers (e.g., mortgage servicers) and repurchase agreement counterparties, exposing it to counterparty credit risk.
- Creditors: Repurchase agreements are a primary financing source, and the company's compliance with financial covenants and ability to meet margin calls are crucial for its creditworthiness.
Next Steps
- Continue to evaluate new investment opportunities to complement the current investment portfolio and expand target assets and portfolio diversification.
- Actively manage the size and composition of the portfolio, including hedging instruments, in response to market conditions.
- Refinance the majority of repurchase agreement borrowings at market rates upon maturity.
- Potentially increase capital resources by obtaining long-term credit facilities or through public or private offerings of equity or debt securities.
- Pay declared common stock dividend of $0.12 per share on March 13, 2026.
- Pay declared Series C Preferred Stock dividend of $0.46875 per share on March 27, 2026.
Key Dates
| Date | Description |
|---|---|
| September 1, 2016 | Fair value option elected for all MBS purchased on or after this date. |
| August 11, 2017 | Articles Supplementary of 7.50% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock filed. |
| December 27, 2017 | Beginning date for quarterly dividend payments on Series C Preferred Stock during the Fixed-Rate Period. |
| March 19, 2019 | Articles Supplementary classifying 4,000,000 shares of preferred stock as additional Series C Shares filed. |
| November 6, 2019 | Third Amendment to Management Agreement dated. |
| December 31, 2020 | Start date for the 5-year cumulative total return performance graph. |
| May 2021 | Form of Restricted Stock Award Agreement for Non-Executive Directors under the 2009 Equity Incentive Plan. |
| May 2022 | Board of directors approved a share repurchase program for Series B and Series C Preferred Stock. |
| June 3, 2022 | Articles of Amendment of Invesco Mortgage Capital Inc. filed. |
| June 2022 | The FOMC began reducing its portfolio of U.S. Treasury securities and Agency MBS. |
| February 21, 2023 | Annual Report on Form 10-K filed. |
| December 31, 2023 | Fiscal year end. |
| February 22, 2024 | Annual Report on Form 10-K filed. |
| May 8, 2024 | Registration Statement on Form S-8 filed. |
| August 9, 2024 | Articles of Amendment (Authorized shares) filed. |
| December 27, 2024 | Redeemed all outstanding shares of Series B Preferred Stock for $106.2 million. |
| December 31, 2024 | Fiscal year end. |
| August 8, 2025 | Equity Distribution Agreement dated. |
| December 31, 2025 | Fiscal year end for the current report. |
| January 1, 2026 | Start of period for common stock issuances in at-the-market transactions. |
| January 15, 2026 | Declared a common stock dividend of $0.12 per share. |
| January 23, 2026 | Payment date for common stock dividend declared December 18, 2025. |
| January 26, 2026 | Record date for common stock dividend declared January 15, 2026. |
| February 13, 2026 | Payment date for common stock dividend declared January 15, 2026. Declared a common stock dividend of $0.12 per share. |
| February 18, 2026 | Declared a Series C Preferred Stock dividend of $0.46875 per share. |
| February 20, 2026 | Date of 83,270,532 outstanding common shares. Date of 2026 Annual Meeting of Stockholders proxy statement filing. |
| February 23, 2026 | Report date for the 10-K filing. End of period for common stock issuances in at-the-market transactions. |
| February 24, 2026 | Record date for common stock dividend declared February 13, 2026. |
| March 5, 2026 | Record date for Series C Preferred Stock dividend declared February 18, 2026. |
| March 13, 2026 | Payment date for common stock dividend declared February 13, 2026. |
| March 27, 2026 | Payment date for Series C Preferred Stock dividend declared February 18, 2026. |
| September 27, 2027 | End of Fixed-Rate Period for Series C Preferred Stock dividends; optional redemption date begins; floating rate period begins. |
Recommendation
holdThe company demonstrated a strong rebound in net income and net interest income for 2025, benefiting from declining interest rate volatility and a more accommodative Federal Reserve, which positively impacted its Agency RMBS portfolio. However, the decline in book value per common share and significant losses on derivative instruments temper the overall positive financial performance. While the outlook for Agency MBS is favorable, the inherent risks associated with leverage, interest rate volatility, and potential competition warrant a cautious approach. The stock may offer stable dividends given REIT requirements, but significant capital appreciation might be limited by the book value trend and derivative losses.
Keywords
REIT, Mortgage-backed securities, Agency RMBS, Agency CMBS, Preferred Stock, Common Stock, Interest rates, Dividends, Financial performance, SEC filing, 10-K, Invesco Mortgage Capital, Financial reporting, Risk management, Corporate governance, Capital markets, Investment strategy, Leverage, Hedging, Share repurchase, Earnings per share, Book value
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.