WHEREAS, on February 12, 2020, the Company entered into an Internalization Agreement (the “Internalization Agreement”) by and among (i) the Company, (ii) AMCO AEX-10.8 Exhibit 10.8 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”), dated as of February 12, 2020 is entered into by and between Serena Wolfe (the “Executive”) and Annaly Capital Management, Inc., a Maryland corporation (the “Company”). Exhibit 99.1 PRESS RELEASE NYSE: NLY ANNALY CAPITAL MANAGEMENT, INC. 1211 Avenue of the Americas Suite 2902 New York, New York 10036 FOR IMMEDIATE RELEASE Annaly Capital Management, Inc. The Offer 2 Section 1.2. INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND NUMBER SHARES 6.750% SERIES I FIXED-TO-FLOATING RATE CUMULATIVE REDEEMABLE PREFERRED STOCK SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 035710 847 THIS CERTIFIES THAT is the owner of FULLY PAEX-4.7 Exhibit 4.7 ANNALY CAPITAL MANAGEMENT, INC., Issuer to WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of February 1, 2019 Debt Securities CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 607 (a)(2) 607 (a)(3) N.A. AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. WHEREAS, on February 12, 2020, the Company entered into an Internalization Agreement (the “Internalization Agreement”) by and among (i) the Company, (ii) AMCO AcquiEX-10.6 Exhibit 10.6 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Annaly Capital Management, Inc. (the “Company”) and Anthony C. Green (the “Executive”) as of February 12, 2020. WHEREAS, the Company desires to employ the Executive and the Executive desires to accept such employment with the Company. ), EX-1.3 Exhibit 1.3 EXECUTION VERSION ANNALY CAPITAL MANAGEMENT, INC. Shares of Common Stock (par value $0.01 per share) DISTRIBUTION AGENCY AGREEMENT January 3, 2018 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: Annaly Capital Management, Inc., a Maryland corporation (the ?Company? WHEREAS, the Company desires to employ the Executive and the Executive desires to accept such employment with the Company. Company Actions 9 ARTICLE II THE MERGER 11 Section 2.1. Find the latest SEC Filings data for Annaly Capital Management Inc Common Stock (NLY) at Nasdaq.com. is made and entered into as of the day of , 20 by and between Annaly Capital Management, Inc., a Maryland corporation (the ?Company? ), agrees with Merrill Lynch, Pierce, Fenner & SmiEX-1.6 Exhibit 1.6 EXECUTION VERSION ANNALY CAPITAL MANAGEMENT, INC. Shares of Common Stock (par value $0.01 per share) DISTRIBUTION AGENCY AGREEMENT January 3, 2018 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 Ladies and Gentlemen: Annaly Capital Management, Inc., a Maryland corporation (the ?Company? The principal office of Annaly Capital Management, Inc. (the “Corporation”) in the State of Maryland shall be located at such place as the Board of Directors may designate. 1 TO AMENDED AND RESTATED MANAGEMENT AGREEMENT THIS AMENDMENT NO. 311(a) 604 (b) 604 (c) N.A. The Corporation may have additional offices, including a principal executive EX-3.14 Exhibit 3.14 ANNALY CAPITAL MANAGEMENT, INC. DATED AS OF MAY 2, 2018 Table of Contents Page ARTICLE I THE OFFER 2 1.1 The Offer 2 1.2 Company Actions 9 ARTICLE II THE MERGER 11 2.1 The Merger; Effects of the Merger 11 2.2 The Closing 11 2.3 Effective Time 12 2.4 Governing Documents 12 2.5 DireExhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among ANNALY CAPITAL MANAGEMENT, INC. RIDGEBACK MERGER SUB CORPORATION and HATTERAS FINANCIAL CORP. dated as of April 10, 2016 TABLE OF CONTENTS Page ARTICLE I THE OFFER 2 Section 1.1.