Nierenberg Michael 4

What Happened

• Michael Nierenberg, CEO of Rithm Capital (RITM), received a grant of 283,554 Class B Profits Units in Rithm Capital Management LLC on February 20, 2026. The award is reported as a derivative grant (transaction code A) at $0.00 per unit (reported value $0).

Key Details

• Transaction date: February 20, 2026 (reported on Form 4 filed March 9, 2026).
• Filing timeliness: Filed March 9, 2026 — 17 days after the transaction (Form 4s are generally due within two business days), so this appears to be a late filing.
• Quantity and price: 283,554 Class B Profits Units; reported acquisition price $0.00; total reported value $0.
• Vesting: Units vest in three equal annual installments on February 20 of 2027, 2028 and 2029, subject to continued employment.
• Conversion: These Class B Profits Units are exchangeable into shares of Rithm Capital common stock on a one-for-one basis after they vest and a sufficient amount of profits has been allocated to the unit holder (per filing footnotes).
• Shares owned after transaction: Not specified in the Form 4.

Context

• This is a compensation award (derivative profits-interest units), not an open-market purchase or sale. Conversion into tradable shares requires vesting and allocation of profits, so no immediate shares were issued or sold. Awards like this are common executive compensation and do not by themselves indicate the insider's intent to buy or sell stock; the late filing does reduce near-term transparency.