4//SEC Filing
Nierenberg Michael 4
Accession 0001628280-25-049027
CIK 0001556593other
Filed
Nov 3, 7:00 PM ET
Accepted
Nov 4, 5:32 PM ET
Size
18.2 KB
Accession
0001628280-25-049027
Insider Transaction Report
Form 4
Nierenberg Michael
DirectorChief Executive Officer
Transactions
- Award
Common Stock
2025-10-31+4,408→ 999,147 total - Award
Class B Profits Units of Rithm Capital Management LLC
2025-10-31+21,495→ 966,433 total→ Common Stock (21,495 underlying) - Award
Class B Profits Units of Rithm Capital Management LLC
2025-10-31+5,988→ 269,258 total→ Common Stock (5,988 underlying) - Award
Class B Profits Units of Rithm Capital Management LLC
2025-10-31+4,776→ 315,384 total→ Common Stock (4,776 underlying)
Holdings
- 301,548(indirect: By Trust)
Common Stock
- 130,458(indirect: By 2019 GRAT)
Common Stock
- 301,548(indirect: By Trust)
Common Stock
- 23,850(indirect: Custodian for Daughter)
Common Stock
- 24,400(indirect: Custodian for Son)
Common Stock
- 56,287(indirect: By Trust)
Common Stock
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 198,204 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.
Documents
Issuer
Rithm Capital Corp.
CIK 0001556593
Entity typeother
Related Parties
1- filerCIK 0001591719
Filing Metadata
- Form type
- 4
- Filed
- Nov 3, 7:00 PM ET
- Accepted
- Nov 4, 5:32 PM ET
- Size
- 18.2 KB