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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):
April 14, 2021
 
 
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 2.02. RESULTS
 
OF OPERATIONS
 
AND FINANCIAL CONDITION.
 
 
On April 14, 2021
 
,
 
Orchid Island Capital, Inc.
 
(the “Company”) announced
 
its estimated book value
 
of $4.94 per share
 
as of
March 31, 2021,
 
certain details of its RMBS portfolio as of March
 
31, 2021,
 
and estimated GAAP net loss per share of
 
$0.34,
including an
 
estimated $0.60
 
per share
 
of net
 
realized and
 
unrealized losses,
 
for the
 
quarter ended
 
March 31,
 
2021. These
figures and the estimated net
 
book value per share and
 
estimated GAAP net loss per
 
share are preliminary,
 
subject to change,
and subject to review by the Company's independent registered public accounting firm. A
 
copy of the Company’s press release
announcing the dividend and the other information regarding the Company is attached hereto as Exhibit 99.1 and incorporated
herein by this reference.
 
ITEM 8.01.
 
OTHER EVENTS.
 
 
On April 14, 2021, the Company announced
 
that the Board of Directors of the Company
 
declared a dividend for the month of
April 2021 of $0.065 per share of the Company’s
 
common stock to be paid on May 26, 2021 to
 
holders of record on April 30,
2021, with an ex-dividend
 
date of April 29,
 
2021. In addition, the
 
Company announced certain
 
details of its RMBS
 
portfolio
as of March
 
31, 2021 as
 
well as certain
 
other information regarding
 
the Company.
 
A copy of
 
the Company’s
 
press release
announcing the dividend and the 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 and
 
expected funding
 
of purchased
 
assets. 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, 2020.
 
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
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: April 14, 2021
 
ORCHID ISLAND CAPITAL,
 
INC.
By:
/s/ Robert E. Cauley
Robert E. Cauley
Chairman and Chief Executive Officer