_____________________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________
FORM T-1
STATEMENT OF ELIGIBILITY UNDER
THE TRUST INDENTURE ACT OF 1939 OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
Check if an Application to Determine Eligibility of
a Trustee Pursuant to Section 305(b)(2) 
_______________________________________________________
U.S. BANK NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)
31-0841368
I.R.S. Employer Identification No.
| | | | | |
800 Nicollet Mall Minneapolis, Minnesota |
55402 |
| (Address of principal executive offices) | (Zip Code) |
Monique L. Green
U.S. Bank National Association
1021 East Cary Street
Richmond, VA 23219
(804) 343-1566
(Name, address and telephone number of agent for service)
AGNC Investment Corp.
(Issuer with respect to the Securities)
| | | | | |
| Delaware | 26-1701984 |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| |
| | | | | |
2 Bethesda Metro Center, 12th Floor Bethesda. MD |
20814 |
| (Address of Principal Executive Offices) | (Zip Code) |
Debt Securities
(Title of the Indenture Securities)
FORM T-1
Item 1. GENERAL INFORMATION. Furnish the following information as to the Trustee.
a) Name and address of each examining or supervising authority to which it is subject.
Comptroller of the Currency
Washington, D.C.
b) Whether it is authorized to exercise corporate trust powers.
Yes
Item 2. AFFILIATIONS WITH THE OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.
None
Items 3-15 Items 3-15 are not applicable because to the best of the Trustee's knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee.
Item 16. LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.
1. A copy of the Articles of Association of the Trustee.*
2. A copy of the certificate of authority of the Trustee to commence business, attached as Exhibit 2.
3. A copy of the certificate of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.
4. A copy of the existing bylaws of the Trustee.**
5. A copy of each Indenture referred to in Item 4. Not applicable.
6. The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.
7. Report of Condition of the Trustee as of March 31, 2021 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.
* Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4, Registration Number 333-128217 filed on November 15, 2005.
** Incorporated by reference to Exhibit 25.1 to registration statement on form S-3ASR, Registration Number 333-199863 filed on November 5, 2014.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the Richmond, State of Virginia on the 2nd of June, 2021.
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| By: | /s/ Monique L. Green |
| Name: | Monique L. Green |
| Title: | Vice President |
Exhibit 2
Exhibit 3
Exhibit 6
CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.
Dated: June 2, 2021
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| By: | /s/ Monique L. Green |
| Name: | Monique L. Green |
| Title: | Vice President |
Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 3/31/2021
($000’s)
3/31/2021
Assets Cash and Balances Due From $ 43,386,652
Depository Institutions
Securities 154,609,348
Federal Funds 0
Loans & Lease Financing Receivables 297,075,286
Fixed Assets 6,148,452
Intangible Assets 13,371,986
Other Assets 27,974,559
Total Assets $542,566,283
Liabilities
Deposits $444,618,948
Fed Funds 1,321,015
Treasury Demand Notes 0
Trading Liabilities 1,231,176
Other Borrowed Money 27,466,875
Acceptances 0
Subordinated Notes and Debentures 3,350,000
Other Liabilities 13,255,984
Total Liabilities $491,243,998
Equity
Common and Preferred Stock 18,200
Surplus 14,266,915
Undivided Profits 36,236,966
Minority Interest in Subsidiaries 800,204
Total Equity Capital $51,322,285
Total Liabilities and Equity Capital $542,566,283
