Annual report
Page 1
FORM 10 - K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 □ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number : 001-32171 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 Maryland ( State or other jurisdiction of incorporation or organization ) CAPITAL MANAGEMENT Bimini Capital Management , Inc. ( Exact name of registrant as specified in its charter ) 72-1571637 ( I.R.S. Employer Identification No. ) 3305 Flamingo Drive , Vero Beach , Florida 32963 ( Address of principal executive offices ) ( Zip Code ) Title of each Class Class A Common Stock , $ 0.001 par value Class B Common Stock , $ 0.001 par value Class C Common Stock , $ 0.001 par value ( 772 ) 231-1400 ( Registrant's telephone number , including area code ) Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No ý Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes □ No ý Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes ý No Securities registered pursuant to Section 12 ( b ) of the Act : None Securities registered pursuant to Section 12 ( g ) of the Act : Title of Each Class Class A Common Stock , $ 0.001 par value Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes ý No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Accelerated filer Non - accelerated filer Smaller Reporting Company ý Title of each Class Class A Common Stock , $ 0.001 par value Class B Common Stock , $ 0.001 par value Class C Common Stock , $ 0.001 par value Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes □ No ý State the aggregate market value of the voting stock held by non - affiliates of the Registrant as of June 30 , 2020 : ( a ) The aggregate market value was calculated by using the last sale price of the Class A Common Stock as of June 28 , 2020 . ( b ) The market value of the Class B and Class C Common Stock is an estimate based on their initial purchase price . Indicate the number of shares outstanding of each of the Registrant's classes of common stock , as of the latest practicable date : Latest Practicable Date March 15 , 2021 March 15 , 2021 March 15 , 2021 Shares held by non - affiliates Aggregate market value held by non - affiliates 7,478,934 $ 20,760 $ 31,938 $ 4,800,000 ( a ) 1,000 ( b ) 1,500 ( b ) Shares Outstanding 11,608,555 31,938 31,938 DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant's definitive Proxy Statement for its 2021 Annual Meeting of Stockholders of the Registrant are incorporated by reference into Part III of this Annual Report on Form 10 - K .