Annaly Capital Management, Inc. Announces Corporate Governance Enhancements Related to Board De-Classification and Refreshment Policy

Annaly Capital Management, Inc. (NYSE:NLY) (“Annaly” or the “Company”) today announced that the Company has adopted two important corporate governance enhancements.

De-Classification of Board of Directors

The Board of Directors of the Company (the “Board”) has unanimously approved and amended its bylaws to de-classify its Board. Currently, the Company’s Board is divided into three classes, with members of each class being elected to three-year terms. The amendment to the bylaws provides that Directors will be nominated for election for one-year terms beginning with the Company’s annual meeting of stockholders in 2019 and as their terms expire. This phase-in approach will allow each class of Directors to complete the term for which they were previously elected by our shareholders. As a result, the Board will be fully de-classified, with all Directors standing for annual election by the annual meeting of stockholders in 2021.

Refreshment Policy for Board of Directors

In accordance with its commitment to pursue good governance and corporate responsibility in a thoughtful way, the Board has also adopted an enhanced Director refreshment policy. The new policy provides that an independent Director may not stand for re-election at the next annual meeting of stockholders taking place at the end of his or her term following the earlier of his or her: (i) 12^th anniversary of service on the Board or (ii) 73^rd birthday.

“As Annaly continues to focus on our firm commitment to strong corporate governance, we are pleased to announce these enhancements to our structure and policies in the best interests of our shareholders,” commented Kevin G. Keyes, Chairman, Chief Executive Officer and President of Annaly. “We believe that continually refreshing the framework of our governance practices and oversight ensures fairness and transparency and will contribute to increased value to our shareholders over the long term. Eliminating the classified Board structure and enhancing our Board refreshment policy increases the accountability of our Board, and reflects management’s and the Board’s efforts to proactively respond to the input of our global investor base and address important initiatives relating to the best practices of corporate governance.”

About Annaly

Annaly is a leading diversified capital manager that invests in and finances residential and commercial assets. Annaly’s principal business objective is to generate net income for distribution to its stockholders and to preserve capital through prudent selection of investments and continuous management of its portfolio. Annaly has elected to be taxed as a real estate investment trust, or REIT, for federal income tax purposes. Annaly is externally managed by Annaly Management Company LLC. Additional information on the company can be found at www.annaly.com.

Forward-Looking Statements

This news release and our public documents to which we refer contain or incorporate by reference certain forward-looking statements which are based on various assumptions (some of which are beyond our control) and may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “anticipate,” “continue,” or similar terms or variations on those terms or the negative of those terms. Actual results could differ materially from those set forth in forward looking statements due to a variety of factors, including, but not limited to, changes in interest rates; changes in the yield curve; changes in prepayment rates; the availability of mortgage-backed securities and other securities for purchase; the availability of financing and, if available, the terms of any financing; changes in the market value of our assets; changes in business conditions and the general economy; our ability to grow our commercial real estate business; our ability to grow our residential mortgage credit business; our ability to grow our middle market lending business; credit risks related to our investments in credit risk transfer securities, residential mortgage-backed securities and related residential mortgage credit assets, commercial real estate assets and corporate debt; risks related to investments in mortgage servicing rights; our ability to consummate any contemplated investment opportunities; changes in government regulations and policy affecting our business; our ability to maintain our qualification as a REIT for U.S. federal income tax purposes; and our ability to maintain our exemption from registration under the Investment Company Act of 1940, as amended. For a discussion of the risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. We do not undertake, and specifically disclaim any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements, except as required by law.

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Annaly Capital Management, Inc.
Investor Relations
1-888-8Annaly
www.annaly.com