Home/Filings/4/0001591719-25-000015
4//SEC Filing

Nierenberg Michael 4

Accession 0001591719-25-000015

CIK 0001556593other

Filed

Aug 3, 8:00 PM ET

Accepted

Aug 4, 4:35 PM ET

Size

18.2 KB

Accession

0001591719-25-000015

Insider Transaction Report

Form 4
Period: 2025-07-31
Nierenberg Michael
DirectorChief Executive Officer
Transactions
  • Award

    Common Stock

    2025-07-31+3,897994,739 total
  • Award

    Class B Profits Units of Rithm Capital Management LLC

    2025-07-31+19,005944,938 total
    Common Stock (19,005 underlying)
  • Award

    Class B Profits Units of Rithm Capital Management LLC

    2025-07-31+4,223310,608 total
    Common Stock (4,223 underlying)
  • Award

    Class B Profits Units of Rithm Capital Management LLC

    2025-07-31+5,295263,270 total
    Common Stock (5,295 underlying)
Holdings
  • Common Stock

    (indirect: By Trust)
    301,548
  • Common Stock

    (indirect: Custodian for Daughter)
    23,850
  • Common Stock

    (indirect: By Trust)
    301,548
  • Common Stock

    (indirect: By Trust)
    56,287
  • Common Stock

    (indirect: By 2019 GRAT)
    130,458
  • Common Stock

    (indirect: Custodian for Son)
    24,400
Footnotes (7)
  • [F1]Represents dividend equivalent rights accrued on existing time-based restricted stock units, the grant of which was previously reported, in connection with the issuer's quarterly dividend. Such dividend equivalent units will vest on the same schedule and are subject to the same terms and conditions as the underlying awards.
  • [F2]Includes 193,796 unvested restricted stock units.
  • [F3]Class B Profits Units of Rithm Capital Management LLC ("RCM") will be exchangeable into shares of Common Stock of the Issuer on a one-for-one basis pursuant to the terms and conditions set forth in the Rithm Capital Management LLC Long Term Incentive Plan and the individual award agreement.
  • [F4]Represents dividend equivalent rights accrued on existing Class B Profits Units, the grant of which was previously reported, in connection with the Issuer's quarterly dividend. Such dividend equivalent Class B Profits Units will vest on the same schedule and are subject to the same terms and conditions as the underlying awards.
  • [F5]Reflects a profits interest award in the form of Class B Profits Units in RCM granted to the Reporting Person on March 15, 2024, which will vest in three equal annual installments on March 15 of each of 2025, 2026 and 2027, so long as the Reporting Person remains in continued employment with the Issuer. These Class B Profits Units will be exchangeable into shares of Common Stock of the Issuer on a one-for-one basis after they have become vested and a sufficient amount of profits have been allocated to the holder of the Class B Profits Units.
  • [F6]Reflects a profits interest award in the form of Class B Profits Units in RCM earned based on annual return on equity for the 2024 performance period. As of January 27, 2025, performance-based criteria have been satisfied for 1 of the 3 tranches, which will vest on March 15, 2027, so long as the Reporting Person remains in continued employment with the Issuer. These Class B Profits Units are exchangeable into shares of Common Stock of the Issuer on a one-for-one basis after they have become vested and a sufficient amount of profits have been allocated to the holder of the Class B Profits Units.
  • [F7]Reflects a profits interest award in the form of Class B Profits Units in RCM granted to the Reporting Person on February 24, 2025, which will vest in three equal annual installments on February 24 of each of 2026, 2027 and 2028, so long as the Reporting Person remains in continued employment with the Issuer. These Class B Profits Units will be exchangeable into shares of Common Stock of the Issuer on a one-for-one basis after they have become vested and a sufficient amount of profits have been allocated to the holder of the Class B Profits Units.

Issuer

Rithm Capital Corp.

CIK 0001556593

Entity typeother

Related Parties

1
  • filerCIK 0001591719

Filing Metadata

Form type
4
Filed
Aug 3, 8:00 PM ET
Accepted
Aug 4, 4:35 PM ET
Size
18.2 KB