Zeiden David 4
4 · Rithm Capital Corp. · Filed Feb 3, 2026
Research Summary
AI-generated summary of this filing
Rithm Capital (RITM) Chief Legal Officer David Zeiden Receives 783-Unit Award
What Happened
David Zeiden, Chief Legal Officer of Rithm Capital Corp. (RITM), was granted two derivative awards on 2026-01-30 totaling 783 Class B Profits Units (470 and 313 units). The grants are recorded at $0 and are derivative profits‑interest units in Rithm Capital Management LLC that can be exchanged one-for-one for Rithm common stock subject to vesting and profit allocation.
Key Details
- Transaction date: 2026-01-30; Form 4 filed: 2026-02-03 (timely).
- Awards: 470 units (A) and 313 units (A) — total 783 Class B Profits Units; reported acquisition price $0 (derivative).
- Shares owned after transaction: not specified in the filing.
- Footnotes (summary):
- F1: Class B Profits Units are exchangeable into Issuer common shares on a one-for-one basis under the LTIP and award agreement.
- F2: One grant represents dividend-equivalent units accrued on existing Class B units; these vest on the same schedule as the underlying awards.
- F3: A profits-interest award from Feb 24, 2025 vests in three equal annual installments on Feb 24 of 2026, 2027 and 2028, contingent on continued employment and sufficient profit allocations.
- F4: Performance-based units tied to 2025 ROE — one of three tranches has been satisfied (as of Jan 20, 2026); that tranche will vest Feb 24, 2028 if employment continues and profits are allocated.
Context
These are compensation awards (derivative profits units), not open‑market purchases or sales. They do not convert into common shares immediately — conversion requires vesting and a sufficient allocation of profits — so they reflect future potential equity rather than an immediate transfer of publicly traded shares.
Insider Transaction Report
- Award
Class B Profits Units of Rithm Capital Management LLC
[F1][F2][F3]2026-01-30+470→ 22,907 total→ Common Stock (470 underlying) - Award
Class B Profits Units of Rithm Capital Management LLC
[F1][F2][F4]2026-01-30+313→ 15,270 total→ Common Stock (313 underlying)
Footnotes (4)
- [F1]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.
- [F2]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.
- [F3]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.
- [F4]Represents Class B Profits Units in RCM earned based on annual return on equity for the 2025 performance period. As of January 20, 2026, performance-based criteria have been satisfied for 1 of the 3 tranches, which will vest on February 24, 2028, 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.