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Rithm Capital Corp.·4

Jan 22, 5:01 PM ET

SANTORO NICOLA JR 4

Research Summary

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Updated

Rithm Capital CFO Nicola Santoro Receives Stock Awards

What Happened

  • Nicola Santoro, CFO of Rithm Capital Corp. (RITM), was granted performance-based awards on 2026-01-20 totaling 169,885 restricted stock units (RSUs) and two derivative awards of 39,961 and 31,410 units. All grants show an acquisition price of $0 (compensation awards), not open-market purchases or sales. The performance criteria for the RSUs were certified on 2026-01-20 and those RSUs will vest on 2026-02-21.

Key Details

  • Transaction date: 2026-01-20; Filing date (Form 4): 2026-01-22 (timely relative to the reported date).
  • Reported grants: 169,885 RSUs @ $0; 39,961 and 31,410 derivative/profit-unit awards @ $0. Combined ≈241,256 units reported on the Form 4.
  • Vesting/conditions:
    • The 169,885 RSUs are performance-based (3-year ROE metric for 2023–2025) certified by the Compensation Committee; vest on 2026-02-21. (Footnote: these reported amounts also include 38,583 dividend-equivalent rights and the filing shows 198,197 unvested RSUs overall.)
    • The derivative awards are Class B Profits Units in Rithm Capital Management LLC (RCM) earned for 2025 performance; some tranches were certified (one set: 2 of 3 tranches satisfied; another set: 1 of 3 tranches satisfied). These Class B units are exchangeable one-for-one into Rithm common stock after vesting and when sufficient profits are allocated. Dividend-equivalent units are included (11,386 and 1,976 in the respective groups).
  • Shares owned after transaction: the filing discloses unvested RSUs and exchangeable units (see figures above); no explicit total of owned common shares was provided in the excerpt.
  • Filing timeliness: filed two days after the transaction date; not indicated as late.

Context

  • These entries are awards/compensation (code A) and reflect performance certification rather than insider buying or selling. An acquisition price of $0 is typical for RSU/profit-unit grants. Class B Profits Units are derivative awards that may convert to common stock one-for-one after vesting and requisite profit allocation; they are subject to additional vesting/profit conditions beyond the certification noted here.