0000826675EX-FILING FEESS-3424B5333-289004Rule 457(o)securitiesiso4217:USDxbrli:pure00008266752025-07-292025-07-29000082667512025-07-292025-07-29000082667512025-07-292025-07-29000082667522025-07-292025-07-29000082667532025-07-292025-07-29
Calculation of Filing Fee Table
FORM 424(b)(5)
(Form Type)
DYNEX CAPITAL, INC.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
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| Security Type | Security Class Title | Fee Calculation or Carry Forward Rule (1) | Amount Registered | Proposed Maximum Offering Price Per Unit(2) | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee(2) | Carry Forward Form Type | Carry Forward File Number | Carry Forward Initial Effective Date | Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward |
| Newly Registered Securities |
Fees to be Paid | Equity | Common Stock, par value $0.01 per share | Rule 457(o) and Rule 457(r) | 75,000,000 | $12.63 | $947,250,000 | $0.0001531 | $145,023.98 | | | | |
Fees Previously Paid | — | — | — | — | — | — | — | — | | | | |
| Carry Forward Securities |
Carry Forward Securities | | |
| | | | | | | | | |
| Total Offering Amounts | | $947,250,000 | | $145,023.98 | | | | |
| Total Fees Previously Paid | | | | — | | | | |
| Total Fee Offsets | | | | 11,397.06 | | | | |
| Net Fee Due | | | | $133,626.92 | | | | |
(1)The registration fee is calculated in accordance with Rules 457(o) and 457(r) under the Securities Act of 1933, as amended (the “Securities Act”) and represents deferred payment of the registration fees in connection with the Registrant's registration statement on Form S-3 (File No. 333-289004) filed on July 28, 2025, paid with the filing of this prospectus supplement.
(2)Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(c) under the Securities Act based on the average of the high and low prices of the Registrant’s common stock, $0.01 par value per share, as reported on the New York Stock Exchange on July 25, 2025.
Table 2: Fee Offset Claims and Sources
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| | Registrant Name | Form or Filing Type | File Number | Initial Filing Date | Filing Date | Fee Offset Claimed | Security Type Associated with Fee Offset Claimed | Security Title Associated with Fee Offset Claimed | Unsold Securities Associated with Fee Offset Claimed | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source |
Rules 457 (b) and 0-11(a)(2) |
Fee Offset Claims | | | | | | | | | | | | |
Fee Offset Sources | | | | | | | | | | | | |
Rule 457 (p) |
Fee Offset Claims | (1) | Dynex Capital, Inc. | S-3 | 333-281180 | August 1, 2024 | | $11,397.06 | Unallocated (Universal) Shelf | Unallocated (Universal) Shelf | | $74,441,939 | |
Fee Offset Sources | (2) | Dynex Capital, Inc. | S-3 | 333-281180 | | August 1, 2024 | | | | | | $89,239.03 |
Fee Offset Sources | (3) | Dynex Capital, Inc. | S-3 | 333-281180 | | October 22, 2024 | | | | | | $5,736.63 |
(1)The Registrant previously registered securities having an aggregate offering price of up to $750,000,000.00 pursuant to a registration statement on Form S-3 (File No. 333-281180) (the "prior registration statement"), which was declared effective by the Securities and Exchange Commission on October 25, 2024. The prior registration statement was terminated as of the date of the registration statement to which this prospectus supplement relates. At the time the prior registration statement was terminated, securities having an aggregate offering price of up to $74,441,939 remained unsold under the prior registration statement. Pursuant to Rule 457(p), $11,397.06 in filing fees previously paid and associated with such unsold securities (calculated at the fee rate in effect on the filing date of the prior registration statement) is being applied to partially offset the filing fee payable in connection with this prospectus supplement.