UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended
Commission File Number:
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
(
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol | Name of each exchange on which registered |
|---|---|---|
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As of March 31, 2026, the registrant had
Form type: 10-Q
Period end: 2026-03-31
| Three Months Ended March 31, 2026 | Three Months Ended March 31, 2025 | |
|---|---|---|
| Interest income | 129,808,000.00 | 109,130,000.00 |
| Total interest income | ||
| Interest expense, operating | ||
| Management fees | ||
| Other expenses | 1,979,000.00 | 1,083,000.00 |
| Other income statement items (derived) | ||
| Total operating expenses | ||
| Operating income | ||
| Other income (expense) | ||
| Other income (expense), net | - | |
| Income before income taxes | - | |
| Income tax expense (benefit) | ||
| Net Income | - | |
| Less: preferred stock dividends | -5,153,000.00 | -5,304,000.00 |
| Net income (loss) available to common stockholders | - | |
| Basic earnings per share | - | |
| Diluted earnings per share | - | |
| Weighted average shares outstanding, basic | ||
| Weighted average shares outstanding, diluted | ||
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| Assets | ||
| Cash and cash equivalents | ||
| Interest receivable | ||
| Investments at fair value | 0.00 | 61,333,000.00 |
| Other assets (derived) | ||
| Restricted cash and equivalents | 18,415,000.00 | 18,489,000.00 |
| Total Assets | ||
| Liabilities | ||
| Collateralized financings, net | ||
| Distributions payable | ||
| Other liabilities (derived) | ||
| Unsecured and other notes, net | ||
| Total Liabilities | ||
| Equity | ||
| Additional paid-in capital | ||
| Common stock | ||
| Common stock, par value per share | ||
| Common stock, shares authorized | ||
| Common stock, shares issued | ||
| Common stock, shares outstanding | ||
| Preferred stock | ||
| Preferred stock, par value per share | ||
| Preferred stock, shares authorized | ||
| Preferred stock, shares outstanding | ||
| Retained earnings (accumulated deficit) | - | - |
| Total Equity | ||
| Total liabilities and equity | ||
| Three Months Ended March 31, 2026 | Three Months Ended March 31, 2025 | |
|---|---|---|
| Operating activities | ||
| Net income | - | |
| Stock-based compensation | ||
| Changes in operating assets and liabilities, net | ||
| Net cash from operating activities | ||
| Investing activities | ||
| Other investing activities (derived) | - | |
| Payments for (proceeds from) other investing activities | ||
| Net cash from investing activities | - | |
| Financing activities | ||
| Dividends paid | - | - |
| Preferred stock dividends paid | - | - |
| Tax withholding payments for share-based compensation | - | |
| Other financing activities (derived) | - | |
| Net cash from financing activities | - | |
| Net change in cash | - | - |
| Cash at beginning of period | 138,568,000.00 | |
| Cash at end of period | 129,217,000.00 | |
| Supplemental cash flow information | ||
| Cash paid for interest | ||
| Cash paid for income taxes | ||
| Preferred stock | Common stock | Additional paid-in capital | Retained earnings (accumulated deficit) | Total | |
|---|---|---|---|---|---|
| Balance at December 31, 2024 | 220,472,000.00 | 296,000.00 | 824,380,000.00 | -501,725,000.00 | 543,423,000.00 |
| Net income | |||||
| Other equity movements | 0.00 | 1,000.00 | 207,000.00 | -11,238,000.00 | -11,030,000.00 |
| Balance at March 31, 2025 | 220,472,000.00 | 297,000.00 | 824,587,000.00 | -501,486,000.00 | 543,870,000.00 |
| Balance at December 31, 2025 | - | ||||
| Net income | - | - | |||
| Other equity movements | 0.00 | 0.00 | -5,000.00 | -12,771,000.00 | -12,776,000.00 |
| Balance at March 31, 2026 | - |
TPG Mortgage Investment Trust, Inc. (the "Company") is a public reporting company classified under Real Estate Investment Trusts. The Company is externally managed, and TPG Angelo Gordon, an affiliate of TPG, has the overall responsibility for the day-to-day duties and obligations arising under the management agreement; TPG (NASDAQ: TPG) is a leading global alternative asset management firm. The accompanying condensed financial statements as of and for the period ended March 31, 2026 are unaudited, have been prepared from the Company's accounting records, and the results for the interim period are not necessarily indicative of the results to be expected for the full year. In the opinion of management, all adjustments considered necessary for a fair presentation of the interim results have been included, and these statements should be read in conjunction with the Company's audited annual financial statements.
Revenue for the period ended March 31, 2026 consisted of interest income of $129,808,000, compared with $109,130,000 in the comparable prior period, an increase of 18.9%. Interest expense was $109,165,000, compared with $90,281,000 in the prior period, an increase of 20.9%, and net interest income was $20,643,000. Other income (expense), net reflected a net loss of $16,176,000 for the current period, compared with net other income of $1,549,000 in the prior period. Management fees were $2,319,000, compared with $2,327,000 in the prior period, and other expenses were $1,979,000, compared with $1,083,000, an increase of 82.7%. Income tax expense for the period was $182,000, consisting of federal tax of $82,000 and state and local tax of $100,000, and the Company maintained a valuation allowance of $28,300,000 against its deferred tax assets. The Company reported a net loss of $3,562,000 for the period.
Basic and diluted loss per share were each $(0.27) for the period, based on weighted-average basic shares outstanding of 31,738,000; there was no dilutive share adjustment, and 16,000 shares were excluded from the diluted computation because their effect would have been antidilutive. For the year ended December 31, 2025, the Company reported $0.90 of Net Income/(Loss) Available to Common Stockholders per diluted common share and declared dividends of $0.85 per common share, an increase of 13.3% from $0.75 per common share declared during 2024.
Total debt at March 31, 2026 was $7,743,919,000, consisting of collateralized financings, net of $6,749,708,000 and unsecured and other notes, net of $96,655,000. Collateralized financings, net increased 15.6% from $5,836,691,000 in the prior period, while unsecured and other notes, net increased 0.8% from $95,898,000. At period end, the Company held derivative assets of $6,289,000 and derivative liabilities with a gross fair value of $814,000. Cash and cash equivalents were $49,307,000, compared with $115,549,000 in the prior period, and restricted cash and equivalents were $18,415,000, compared with $13,668,000. Total stockholders' equity at March 31, 2026 was $544,396,000, comprised of preferred stock of $220,472,000, common stock of $317,000, additional paid-in capital of $840,396,000 and an accumulated deficit of $516,789,000. Total equity decreased from $560,734,000 at December 31, 2025, reflecting the net loss of $3,562,000 and other equity movements of $(12,776,000), which included a $12,771,000 reduction in retained earnings and a $5,000 reduction in additional paid-in capital. Distributions payable at period end were $7,617,000, compared with $5,932,000 in the prior period, an increase of 28.4%.
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and the applicable rules and regulations of the Securities and Exchange Commission. In the opinion of management, the financial statements reflect all adjustments necessary for a fair statement of the financial position, results of operations, and cash flows for the periods presented.
The financial statements include the accounts of the Company and its consolidated subsidiaries, if any. All intercompany balances and transactions have been eliminated in consolidation.
Debt is carried at amortized cost. Debt issuance costs and discounts or premiums are presented as an adjustment to the carrying amount of the related debt and amortized to interest expense over the contractual term of the debt.
Derivative instruments are recognized as assets or liabilities on the balance sheet and measured at fair value. Changes in the fair value of derivatives are recognized in earnings unless the derivative is designated and qualifies as a hedging instrument, in which case recognition follows the applicable hedge accounting model.
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, measured using enacted tax rates expected to apply in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is recognized when it is more likely than not that some portion of the deferred tax assets will not be realized.
Basic earnings per share is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock, except when the effect would be antidilutive.
Equity instruments issued by the Company are classified in stockholders' equity based on their terms. The components of stockholders' equity and the changes in those components for the periods presented are set forth in the equity note.
The Company evaluates the applicability and impact of Accounting Standards Updates issued by the Financial Accounting Standards Board as they are issued. Adopted updates and updates not yet effective are not expected to have a material effect on the financial statements, except as otherwise described in these notes.
| Current | Prior | |
|---|---|---|
| Collateralized financings, net | ||
| Unsecured and other notes, net | ||
| Total debt | 6,846,363,000.00 | 7,274,381,000.00 |
| Current | Prior | |
|---|---|---|
| Additional paid-in capital | ||
| Common stock | ||
| Preferred stock | ||
| Retained earnings (accumulated deficit) | - | - |
| Total stockholders' equity | 544,396,000.00 | 560,734,000.00 |
| Current | Prior | |
|---|---|---|
| Net income available to common stockholders | - | |
| Weighted average shares outstanding, basic | ||
| Dilutive effect of potential common shares | ||
| Weighted average shares outstanding, diluted | ||
| Basic earnings per share | -0.27 | 0.21 |
| Diluted earnings per share | - | |
| Antidilutive securities excluded from diluted EPS |
| Current | Prior | |
|---|---|---|
| Deferred tax assets, gross | ||
| Operating loss carryforwards | ||
| Valuation allowance | ||
| Capital loss carryforwards | ||
| Net deferred tax position |
| Current | Prior | |
|---|---|---|
| Penalties and interest expense (benefit) |
| Current | Prior | |
|---|---|---|
| Federal | ||
| State and local | ||
| Total income tax expense (benefit) | 182,000.00 | 28,000.00 |
| Current | Prior | |
|---|---|---|
| Interest income (expense), net |
| Current | Prior | |
|---|---|---|
| Derivative assets | ||
| Derivative liabilities, gross fair value |
| Balance sheet captions for these amounts are not separately disclosed: |
TPG Mortgage Investment Trust, Inc. is a public reporting company classified under Real Estate Investment Trusts. For the period ended March 31, 2026, we reported a net loss of $3,562,000, or $(0.27) per basic share, based on weighted-average basic shares outstanding of 31,738,000. Total revenue for the period consisted of interest income of $129,808,000. The discussion below compares our results of operations for the current period to the comparable prior-year period.
Interest income increased 18.9% to $129,808,000 from $109,130,000 in the prior-year period, reflecting growth in our investment portfolio, as other assets increased 14.2% to $8,175,920,000 from $7,156,458,000 and interest receivable increased 19.0% to $44,673,000 from $37,545,000. Interest expense increased 20.9% to $109,165,000 from $90,281,000, consistent with a 15.6% increase in collateralized financings, net to $6,749,708,000 from $5,836,691,000. As a result, net interest income was $20,643,000 for the current period compared with $18,849,000 in the prior-year period. We recognized other loss, net of $16,176,000 in the current period, compared with other income, net of $1,549,000 in the prior-year period, which was the principal driver of the net loss for the period. Management fees were essentially unchanged at $2,319,000 compared with $2,327,000, other expenses increased 82.7% to $1,979,000 from $1,083,000, and other income statement items decreased 35.3% to $3,549,000 from $5,483,000. Income tax expense was $182,000 compared with $28,000 in the prior-year period. Our primary market risk exposure is interest rate risk on cash, cash equivalents, and short-term investments, and we do not have material foreign currency or commodity price exposure.
Cash and cash equivalents were $49,307,000 as of March 31, 2026, a decrease of 57.3% from $115,549,000 in the prior period, while restricted cash and equivalents increased 34.7% to $18,415,000 from $13,668,000. Our principal source of financing is collateralized financings, net, which totaled $6,749,708,000 compared with $5,836,691,000 in the prior period, and unsecured and other notes, net of $96,655,000 compared with $95,898,000. Total liabilities were $7,743,919,000 and total equity was $544,396,000 as of period end. Total equity reflected additional paid-in capital of $840,396,000, up 1.9% from $824,587,000, preferred stock of $220,472,000, unchanged from the prior period, and an accumulated deficit of $516,789,000 compared with $501,486,000 in the prior period. Distributions payable increased 28.4% to $7,617,000 from $5,932,000, and other liabilities increased 5.8% to $889,939,000 from $840,829,000. [COMPLETE: statement of whether management believes cash, cash equivalents, and available financing are sufficient to meet obligations for at least the next twelve months, and description of principal liquidity needs and sources.] We will continue to monitor our liquidity position and capital resources in light of market conditions and our funding needs.
We are a residential mortgage REIT with a focus on investing in a diversified risk-adjusted portfolio of residential mortgage-related assets in the U.S. mortgage market. We focus our investment activities primarily on acquiring and securitizing newly-originated residential mortgage loans within the non-agency segment of the housing market, and we obtain our assets through Arc Home, LLC ("Arc Home"), our residential mortgage loan originator in which we own an approximate 66.0% interest as of March 31, 2026, and through other third-party origination partners. Our portfolio also includes Non-Agency Residential Mortgage-Backed Securities ("RMBS"), which represent fixed- and floating-rate RMBS issued by entities other than U.S. GSEs or agencies of the U.S. government and are primarily secured by Non-QM, Agency-Eligible, Home Equity, and Prime Jumbo Loans, as well as Agency RMBS, which represent interests in pools of residential mortgage loans guaranteed by a GSE such as Fannie Mae or Freddie Mac, or an agency of the U.S. Government such as Ginnie Mae. Our primary market risk exposure is interest rate risk on cash, cash equivalents, and short-term investments, and changes in interest rates also affect the value of and income generated by our mortgage-related assets and the cost of the borrowings we use to finance them.
Interest rate risk affects both the income we earn on our assets and the cost of our liabilities. Interest income for the period was $129,808,000 compared with $109,130,000 in the prior period, an increase of 18.9%, while interest expense was $109,165,000 compared with $90,281,000 in the prior period, an increase of 20.9%. Our collateralized financings, net, totaled $6,749,708,000 at period end compared with $5,836,691,000 in the prior period, an increase of 15.6%, and our unsecured and other notes, net, totaled $96,655,000 compared with $95,898,000. Total liabilities were $7,743,919,000 and total equity was $544,396,000 at period end, and we recorded a net loss of $3,562,000 for the period. Cash and cash equivalents were $49,307,000 at period end compared with $115,549,000 in the prior period, a decrease of 57.3%, and restricted cash and equivalents were $18,415,000 compared with $13,668,000, an increase of 34.7%. Because a substantial portion of our financing is floating-rate or short-term in nature, an increase in interest rates could increase our borrowing costs more quickly than the yields on our assets adjust, which could reduce our net interest income and the fair value of our fixed-rate assets. The estimated effect on our net interest income and on the fair value of our portfolio and related financings of hypothetical parallel shifts in interest rates is presented below: [COMPLETE: interest rate sensitivity table showing projected changes in net interest income, portfolio market value, and equity for hypothetical +/-25, +/-50, and +/-100 basis point changes in interest rates as of March 31, 2026].
We may use derivative instruments to mitigate a portion of our exposure to changes in interest rates. Derivative assets were $5,395,000 compared with $11,618,000 in the prior period, and the gross fair value of derivative liabilities was $1,169,000 compared with $374,000 in the prior period. [COMPLETE: description of the types and notional amounts of interest rate hedging instruments outstanding as of March 31, 2026 and the hedging strategy applied to them]. Our exposure to interest rate risk is also affected by the availability and terms of our financing arrangements. As of March 31, 2026, $50 million of this available financing is contractually committed; and in March 2026, we extended the maturity of our financing arrangement collateralized by Legacy WMC Commercial Loans to September 19, 2026. All proceeds from asset paydowns or sales will be applied to reduce the outstanding balance, which was $25.4 million as of March 31, 2026. Changes in interest rates may also affect prepayment speeds on the residential mortgage loans underlying our assets, which in turn affects the timing of cash flows, the yields we realize, and the amortization of premiums and discounts on our investments.
We do not have material foreign currency or commodity price exposure. Our assets and liabilities are denominated in U.S. dollars, and our business does not involve the purchase or sale of physical commodities. Beyond interest rate risk, we are subject to credit risk, prepayment risk, and liquidity risk associated with our residential mortgage-related assets and the collateralized financing arrangements that fund them, and adverse developments in the U.S. housing and mortgage markets could reduce the value of our assets and our ability to obtain financing on acceptable terms. [COMPLETE: description of credit risk, prepayment risk, and liquidity risk management practices and any quantitative measures used to monitor these risks as of March 31, 2026].
Our management, with the participation of our [COMPLETE: titles of certifying officers], evaluated the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, as of March 31, 2026, the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, management concluded that the disclosure controls and procedures of TPG Mortgage Investment Trust, Inc. were effective at the reasonable assurance level as of the end of the period. [COMPLETE: management to review and formally adopt the foregoing conclusion language prior to filing.]
Our disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission, and that such information is accumulated and communicated to management to allow timely decisions regarding required disclosure. Any control system, no matter how well designed and operated, is subject to inherent limitations and can provide only reasonable assurance that its objectives are met.
There were no changes in our internal control over financial reporting during the quarter ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
TPG Mortgage Investment Trust, Inc. is involved in legal proceedings arising in the ordinary course of business from time to time. Such matters may include claims, disputes, and other proceedings incidental to the conduct of our business. Management does not currently believe any pending matter is material to the financial statements.
The outcome of any legal proceeding is inherently uncertain, and we cannot predict with certainty the ultimate resolution of any pending matter. Management does not currently believe any pending matter is material to the financial statements, and we are not aware of any specific proceeding requiring separate disclosure as of March 31, 2026. We will continue to monitor developments and will disclose any matter that becomes material in future periods.
Our business, financial condition, results of operations and ability to make distributions are subject to a number of risks and uncertainties. We caution investors not to rely unduly on any forward-looking statements, which speak only as of the date made, and urge you to carefully consider the risks noted above and identified under the captions "Risk Factors," and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2025 and any subsequent filings. [COMPLETE: statement as to whether there have been material changes to the risk factors previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2025]. New risks and uncertainties arise from time to time, and it is impossible for us to predict those events or how they may affect us.
Our primary market risk exposure is interest rate risk on cash, cash equivalents, and short-term investments, and changes in interest rates could adversely affect the yield on our investments, the cost of our financing and the fair value of our assets. Interest expense increased to $109,165,000 for the current period from $90,281,000 in the prior period, an increase of 20.9%, while interest income increased to $129,808,000 from $109,130,000, an increase of 18.9%. For the period ended March 31, 2026, we reported revenue of $129,808,000 and a net loss of $3,562,000, and we cannot assure you that our net interest income will be sufficient to cover our operating expenses and generate net income in future periods. We employ significant leverage to finance our investments, which magnifies the effect of changes in asset values and financing costs on our results. As of the end of the first quarter of 2026, our GAAP Leverage Ratio was 14.1x and our Economic Leverage Ratio was 1.7x. Collateralized financings, net, increased to $6,749,708,000 from $5,836,691,000, an increase of 15.6%, and our total liabilities were $7,743,919,000 compared to total equity of $544,396,000. Our cash and cash equivalents declined to $49,307,000 from $115,549,000, a decrease of 57.3%, and a reduction in available liquidity could impair our ability to satisfy margin calls, repay maturing financings or fund new investments on acceptable terms.
Our investment and financing strategies expose us to additional risks associated with the mortgage assets we acquire and the structures through which we finance them. During the quarter, we partnered with a third-party mortgage originator and executed a rated securitization collateralized by $504.5 million of Home Equity Loans, and as the co-sponsor, we retained an "eligible vertical interest" to comply with risk retention rules which consists of retaining at least 5% of each class of securities issued in the securitizations. Upon evaluating our retained interest in the securitization trust, we determined we were not the primary beneficiary and, as a result, did not consolidate the securitization trust, which resulted in us recording an investment in Non-Agency RMBS, and the value of such retained interests may be adversely affected by borrower defaults, prepayments or declines in home prices. We have also pledged Home Equity Loans with a fair value of $66.2 million and an unpaid principal balance of $63.7 million, in which we have no outstanding financing but have the ability to borrow at an advance rate of 87.5% of unpaid principal balance pledged as collateral, and lenders may reduce advance rates or decline to extend financing in the future. Our results may also be affected by actions of Congress, U.S. Department of the Treasury, the Federal Reserve and other agencies and instrumentalities; our ability to make distributions to our stockholders in the future; our ability to maintain our qualification as a REIT for federal tax purposes; and our ability to qualify for an exemption from registration under the Investment Company Act of 1940, as amended (the "Investment Company Act").
Our ability to continue paying dividends at current levels depends on our earnings, liquidity and compliance with REIT distribution requirements. We reported $(0.27) of Net Income/(Loss) Available to Common Stockholders per diluted common share and $0.26 of Earnings Available for Distribution per diluted common share, and declared a $0.24 dividend per common share in the first quarter 2026, an increase from $0.23 per common share in the fourth quarter 2025. Distributions payable increased to $7,617,000 from $5,932,000, an increase of 28.4%, and our accumulated deficit widened to $516,789,000 from $501,486,000. Continued net losses or a reduction in distributable earnings could require us to reduce or suspend dividends, which could adversely affect the market price of our common and preferred stock. We are involved in legal proceedings arising in the ordinary course of business from time to time, and management does not currently believe any pending matter is material to the financial statements, although the outcome of any such matter is inherently uncertain. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
The information in this Item 5 is provided by TPG Mortgage Investment Trust, Inc. for the quarterly period ended March 31, 2026. [COMPLETE: any information required to be disclosed in a report on Form 8-K during the quarter that was not so reported, or a statement that there is none]
Pursuant to Item 408(a) of Regulation S-K, the following disclosure addresses the adoption and termination of Rule 10b5-1 trading arrangements by the Company's directors and officers during the quarter ended March 31, 2026. [COMPLETE: Rule 10b5-1 trading arrangement adoptions and terminations from the D&O questionnaires]