Form 8-K

8-K — Orchid Island Capital, Inc.

Accession: 0001437749-26-023058

Filed: 2026-07-08

Period: 2026-07-08

CIK: 0001518621

SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — orc20260707_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_985457.htm)

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0001518621

2026-07-08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 8, 2026

Orchid Island Capital, Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland

001-35236

27-3269228

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

3305 Flamingo Drive, Vero Beach, Florida 32963

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code (772) 231-1400

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

Trading symbol:

Name of each exchange on which registered:

Common Stock, par value $0.01 per share

ORC

NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

On July 8, 2026, Orchid Island Capital, Inc. (the “Company”) announced that the Board of Directors of the Company declared a dividend for the month of July 2026 of $0.10 per share of the Company’s common stock, to be paid on August 28, 2026, to holders of record on July 31, 2026, with an ex-dividend date of July 31, 2026. A copy of the Company’s press release announcing the dividend and announcing other information regarding the Company is attached hereto as Exhibit 99.1 and incorporated herein by this reference.

Caution About Forward-Looking Statements.

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws, including, but not limited to, statements about the Company’s distributions. These forward-looking statements are based upon the Company’s present expectations, but the Company cannot assure investors that actual results will not vary from the expectations contained in the forward-looking statements. Investors should not place undue reliance upon forward looking statements. For further discussion of the factors that could affect outcomes, please refer to the “Risk Factors” section of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025. All forward-looking statements speak only as of the date on which they are made. New risks and uncertainties arise over time, and it is not possible to predict those events or how they may affect the Company. Except as required by law, the Company is not obligated to, and does not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

Press Release dated July 8 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: January 8, 2026

ORCHID ISLAND CAPITAL, INC.

By:

/s/ Robert E. Cauley

Robert E. Cauley

Chairman and Chief Executive Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

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Exhibit 99.1

ORCHID ISLAND CAPITAL ANNOUNCES

JULY 2026 MONTHLY DIVIDEND AND

SECOND QUARTER 2026 RESULTS ANNOUNCEMENT DATES

●

July 2026 Monthly Dividend of $0.10 Per Share of Common Stock

●

Estimated Second Quarter 2026 Results and RMBS Portfolio Characteristics as of June 30, 2026 to be Released July 13, 2026

●

Six Months Ended June 30, 2026 and Second Quarter 2026 Results to be Released July 23, 2026

Vero Beach, Fla., July 8, 2026 - Orchid Island Capital, Inc. (the “Company”) (NYSE: ORC) announced today that the Board of Directors of the Company declared a monthly cash dividend for the month of July 2026. The dividend of $0.10 per share will be paid August 28, 2026, to holders of record of the Company’s common stock on July 31, 2026, with an ex-dividend date of July 31, 2026. The Company plans on announcing its next common stock dividend on August 12, 2026.

The Company intends to make regular monthly cash distributions to its holders of common stock. In order to qualify as a real estate investment trust (“REIT”), the Company must distribute annually to its stockholders an amount at least equal to 90% of its REIT taxable income, determined without regard to the deduction for dividends paid and excluding any net capital gain. The Company will be subject to income tax on taxable income that is not distributed and to an excise tax to the extent that a certain percentage of its taxable income is not distributed by specified dates. The Company has not established a minimum distribution payment level and is not assured of its ability to make distributions to stockholders in the future.

The estimated results for the second quarter of 2026, consisting of estimated book value per share, estimated GAAP net income per share (including estimated net realized and unrealized gains on RMBS and derivative instruments per share), and estimated total return on equity will be released following the close of trading on the New York Stock Exchange ("NYSE") on July 13, 2026. The Company also will release details of the RMBS portfolio as of June 30, 2026 in the July 13, 2026 announcement. These figures will be preliminary and subject to change and, with respect to figures that will appear in the Company’s financial statements and associated footnotes as of and for the six and three months ended June 30, 2026, will be subject to review by the Company’s independent registered public accounting firm.

The Company will release results for the six and three months ended June 30, 2026 following the close of trading on the NYSE on Thursday, July 23, 2026. An earnings conference call and live audio webcast will be hosted Friday, July 24, 2026, at 10:00 AM ET. Participants can register and receive dial-in information at https://register-conf.media-server.com/register/BI7e94d25a560c4b439fdf9e7e29c16057. A live audio webcast of the conference call can be accessed at https://edge.media-server.com/mmc/p/rk8nj4py or via the investor relations section of the Company's website at https://ir.orchidislandcapital.com. An audio archive of the webcast will be available for 30 days after the call.

About Orchid Island Capital, Inc.

Orchid Island Capital, Inc. is a specialty finance company that invests on a leveraged basis in Agency RMBS. Our investment strategy focuses on, and our portfolio consists of, two categories of Agency RMBS: (i) traditional pass-through Agency RMBS, such as mortgage pass-through certificates and collateralized mortgage obligations issued by Fannie Mae, Freddie Mac or Ginnie Mae, and (ii) structured Agency RMBS. The Company is managed by Bimini Advisors, LLC, a registered investment adviser with the Securities and Exchange Commission.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements include, but are not limited to, statements about the Company’s distributions and announcement dates of results as of and for the six months and quarter ended June 30, 2026. These forward-looking statements are based upon Orchid Island Capital, Inc.’s present expectations, but these statements are not guaranteed to occur. Investors should not place undue reliance upon forward-looking statements. For further discussion of the factors that could affect outcomes, please refer to the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

Contact:

Orchid Island Capital, Inc.

Robert E. Cauley

3305 Flamingo Drive,

Vero Beach, Florida 32963

772-231-1400

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