PennyMac Mortgage Investment Trust (NYSE:PMT) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement.

Repurchase Agreement with JPMorgan Chase Bank, N.A.

On May 23, 2017, PennyMac Mortgage Investment Trust (the
Company), through two of its wholly-owned subsidiaries, PennyMac
Corp. (PMC) and PennyMac Operating Partnership, L.P. (POP, and
together with PMC, the Sellers) entered into an amendment (the
JPM Amendment) to its Master Repurchase Agreement, dated as of
October 14, 2016, by and among JPMorgan Chase Bank, N.A. (JPM)
and the Sellers (the JPM Repurchase Agreement), to which Sellers
may sell to, and later repurchase from, JPM newly originated
mortgage loans. The mortgage loans are serviced by PennyMac Loan
Services, LLC (PLS), an indirect controlled subsidiary of
PennyMac Financial Services, Inc. (NYSE: PFSI), and the
obligations of the Sellers under the JPM Repurchase Agreement are
fully guaranteed by the Company.

to the terms of the JPM Amendment, the maximum aggregate
principal amount provided for in the JPM Repurchase Agreement was
increased from $200 million to $500 million. The JPM Repurchase
Agreement is committed to October 13, 2017. All other terms of
the JPM Repurchase Agreement, including the $50 million committed
amount, and the related guaranty remain the same in all material
respects.

The foregoing descriptions of the JPM Amendment, JPM Repurchase
Agreement and the related guaranty by the Company do not purport
to be complete and are qualified in their entirety by reference
to (i) the full text of the JPM Amendment, which has been filed
with this Current Report on Form 8-K as Exhibit 10.1; (ii) the
descriptions of the JPM Repurchase Agreement and the related
guaranty in the Companys Current Report on Form 8-K as filed on
October 20, 2016; and (iii) the full text of the JPM Repurchase
Agreement and the related guaranty attached thereto as Exhibits
10.1 and 10.2, respectively.

Repurchase Agreement with Bank of America, N.A.

On May 23, 2017, the Company, through PMC and POP, also entered
into an amendment (the BANA Amendment) to its Master Repurchase
Agreement, dated as of July 9, 2014, by and among Bank of
America, N.A. (BANA), POP and PMC (the BANA Repurchase
Agreement), to which POP may sell to BANA, and later repurchase,
newly originated mortgage loans. The mortgage loans are serviced
by PLS and the obligations of POP under the BANA Repurchase
Agreement are fully guaranteed by the Company.

to the terms of the BANA Amendment, the term was extended to May
25, 2018, and the maximum aggregate principal amount provided for
thereunder was temporarily increased from $550 million to $850
million. The period of the increase runs from May 26, 2017 to and
including August 31, 2017. After August 31, 2017, the maximum
aggregate principal amount will revert back to $550 million. All
other terms and conditions of the BANA Repurchase Agreement,
including the $350 million committed amount thereunder, and the
related guaranty remain the same in all material respects. The
Company, through POP, is required to pay BANA a facility fee
relating to the BANA Amendment, as well as all reasonable fees
and out-of-pocket expenses incurred by BANA in connection with
the preparation of the BANA Amendment.

The foregoing descriptions of the BANA Amendment, BANA Repurchase
Agreement and the related guaranty by the Company do not purport
to be complete and are qualified in their entirety by reference
to (i) the full text of the BANA Amendment, which has been filed
with this Current Report on Form 8-K as Exhibit 10.2; (ii) the
descriptions of the BANA Repurchase Agreement and the related
guaranty in the Companys Current Report on Form 8-K as filed on
July 14, 2014; (iii) the full text of the BANA Repurchase
Agreement and the related guaranty attached thereto as Exhibits
10.1 and 10.2, respectively; and (iv) any amendments to the BANA
Repurchase Agreement filed thereafter.

Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.

The information set forth under Item 1.01 of this Current Report
on Form 8-K is incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 25, 2017, PennyMac Mortgage Investment Trust (the Company)
held its Annual Meeting of Shareholders (the Meeting) in Westlake
Village, California for the purpose of: (i) electing three (3)
Class II trustees to serve on the Companys board of trustees (the
Board) until its 2020 Annual Meeting of Shareholders; (ii)
ratifying the appointment of Deloitte Touche LLP as the Companys
independent registered public accounting firm for the fiscal year
ending December 31, 2017; (iii) approving, by non-binding vote,
the Companys executive compensation; and (iv) recommending, by
non-binding vote, the frequency of the Companys executive
compensation vote.The total number of common shares of beneficial
interest entitled to vote at the Meeting was 66,711,052, of which
57,100,709 shares, or 85.59%, were present in person or by proxy.

Proposal 1:The election of three (3) Class II trustees to serve
on the Board until the 2020 Annual Meeting of Shareholders.

All Class II trustee nominees were elected.The other continuing
trustees of the Company are Stanford L. Kurland, David A.
Spector, Scott W. Carnahan, Randall D. Hadley and Frank P.
Willey.

Proposal 2:Ratification of the appointment of Deloitte Touche LLP
as independent registered public accounting firm for the Company
for the fiscal year ending December 31, 2017.

Proposal 3:Approval, by non-binding vote, of the Companys
executive compensation.

Proposal 4:Recommendation, by non-binding vote, of the frequency
of the Companys executive compensation vote.

Further information regarding these proposals is set forth in the
Companys definitive proxy statement on Schedule 14A filed with
the SEC on April 14, 2017.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

About PennyMac Mortgage Investment Trust (NYSE:PMT)

PennyMac Mortgage Investment Trust is a specialty finance company that invests primarily in residential mortgage loans and mortgage-related assets. The Company conducts all of its operations, and makes all of its investments, through PennyMac Operating Partnership, L.P. and its subsidiaries. It operates through two segments: correspondent production and investment activities. The correspondent production segment represents its operations aimed at serving as an intermediary between mortgage lenders and the capital markets by purchasing, pooling and reselling newly originated prime credit quality mortgage loans either directly or in the form of mortgage-backed securities (MBS), using the services of PNMAC Capital Management and PennyMac Loan Services, LLC. The investment activities segment represents its investments in mortgage-related assets, which include distressed mortgage loans, real estate acquired in settlement of loans, MBS, mortgage servicing rights and excess servicing spread.

PennyMac Mortgage Investment Trust (NYSE:PMT) Recent Trading Information

PennyMac Mortgage Investment Trust (NYSE:PMT) closed its last trading session down -0.17 at 17.56 with 486,567 shares trading hands.