Filed Pursuant to Rule 424(b)(5)
Registration No. 333-225628
(To Prospectus Dated June 14, 2018)
This is a public offering of common stock of AGNC Investment Corp. We are offering 40,000,000 shares of our common stock. Our common stock is listed on The Nasdaq Global Select Market under the symbol “AGNC.” On November 13, 2018, the last reported sale price of our common stock was $17.88 per share.
The underwriters have agreed to purchase our common stock from us at a price of $17.091 per share, which will result in approximately $683,640,000 of total net proceeds to us before deducting expenses for this offering. The underwriters may offer our common stock in transactions on The Nasdaq Global Select Market, in the over-the-counter market or through negotiated transactions at market prices or at negotiated prices. See “Underwriting.”
We have granted the underwriters a 30-day option to purchase up to 6,000,000 additional shares of common stock at a price of $17.091 per share.
Investing in our common stock involves a high degree of risk. See “Risk Factors” on page S-5 of this prospectus supplement and in the documents incorporated by reference in this prospectus supplement and the accompanying prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The underwriters expect to deliver the shares of common stock on or about November 19, 2018.
Joint Book-Running Managers
BofA Merrill Lynch
Goldman Sachs & Co. LLC
Keefe, Bruyette & Woods
RBC Capital Markets
A Stifel Company
November 14, 2018