Michael Nierenberg - Jan 27, 2025 Form 4 Insider Report for Rithm Capital Corp. (RITM)

Signature
/s/ Philip Sivin, as Attorney-in-Fact
Stock symbol
RITM
Transactions as of
Jan 27, 2025
Transactions value $
$0
Form type
4
Date filed
1/29/2025, 05:31 PM
Previous filing
Nov 5, 2024
Next filing
Feb 4, 2025

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RITM Class B Profits Units of Rithm Capital Management LLC Award $0 +886K $0.00 886K Jan 27, 2025 Common Stock 886K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Class B Profits Units of Rithm Capital Management LLC ("RCM") are 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 Class B Profits Units in RCM earned based on annual return on equity for the 2024 performance period, as certified by the Compensation Committee on January 27, 2025. As of January 27, 2025, performance-based criteria have been satisfied for 1 of the 3 tranches. The reported amount also includes 57,630 dividend equivalent rights accrued with respect to the earned Class B Profits Units. Dividend equivalent Class B Profits Units vest on the same schedule and are subject to the same terms and conditions as the underlying awards.
F3 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.