Rithm Capital (RITM) CEO Michael Nierenberg Receives Awards

What Happened

• Michael Nierenberg, CEO of Rithm Capital Corp. (RITM), was granted a total of 173,919 Class B Profits Units (derivative awards) in two batches (April 30, 2026 and July 31, 2026). Each grant is reported at $0.00 per unit (award/derivative, transaction code A), so no cash changed hands at grant.
• The awards are profits‑interest units in Rithm Capital Management LLC (RCM) that are exchangeable into RITM common stock on a one-for-one basis after vesting and after an allocation of profits permits exchange. Some of the units are time‑based (vest in equal annual installments) and some are performance‑based (vest upon satisfaction of return‑on‑equity goals), per the filing footnotes.

Key Details

• Transaction dates and quantities:
  • 2026-04-30: 86,260 Class B Profits Units granted (multiple tranches); price reported $0.00.
  • 2026-07-31: 87,659 Class B Profits Units granted (multiple tranches); price reported $0.00.
  • Total: 173,919 units.
• Reported value: $0.00 per unit (derivative awards, not open‑market purchases).
• Shares owned after transaction: Not specified in the supplied filing excerpt.
• Notable footnote points:
  • Units are Class B Profits Units in RCM and exchangeable 1-for-1 into RITM common stock (F1, F3–F7).
  • Some grants represent dividend equivalent rights accrued on previously reported units and vest with the underlying awards (F2).
  • Vesting schedules include multi‑year time vesting and performance‑based tranches (see F3–F7).
• Timeliness: The Form 4 was filed on 2026-08-04. Grants dated 7/31/2026 were filed within the SEC’s 2-business-day window (due Aug 4); the April 30, 2026 grants were reported months later than typical SEC Form 4 timing and therefore appear delayed relative to the 2-business-day requirement.

Context

• These transactions are awards of derivative units (long‑term incentive compensation), not open‑market purchases or sales. Such awards are common for executives and indicate compensation/retention incentives rather than an immediate bullish or bearish trading signal.
• Exchange into common stock is subject to vesting and the allocation of profits to the unit holder; these units do not automatically equal immediately tradeable shares.