Rithm Property Trust Announces Reverse Stock Split

Key Terms

reverse stock split financial

A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.

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Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

operating partnership financial

An operating partnership is a separate legal entity set up to own and run a company’s core assets and day-to-day businesses, while investors hold interests indirectly through the parent company. Think of it like a dedicated garage that actually stores and services the cars while the owner keeps the dealership; it matters to investors because it affects how income, taxes, liability and voting rights are allocated and therefore can influence distributions and risk.

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The New York Stock Exchange is a marketplace where people buy and sell shares of publicly traded companies. It functions like a busy trading hub, helping investors transfer ownership of company parts and providing a way to gauge how well businesses are doing. Its role is vital because it offers liquidity and transparency, making it easier for investors to buy and sell investments confidently.

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A CUSIP number is a nine-character code that uniquely identifies a specific U.S. or Canadian stock, bond, or other security, similar to a barcode or a social-security number for a financial instrument. It matters to investors because it removes confusion between similar securities, ensures trades and settlements are applied to the correct issue, and helps locate official documents and transaction records quickly.

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Fractional shares are portions of a whole share of a stock or fund, allowing investors to own less than one full unit. They make it possible to invest a specific dollar amount rather than buy whole shares, like buying a slice of a pizza instead of the entire pie. For investors this lowers the cost barrier, helps with diversification, and lets you reinvest dividends or purchase expensive stocks in small, precise amounts.

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A transfer agent is a financial service that keeps the official record of who owns a company's shares, handles the buying and selling of those shares on paper or electronically, and issues or cancels stock certificates. Think of it as the company’s records keeper and mailroom combined—investors rely on it to make sure dividends, shareholder mailings, ownership changes, and proxy voting are processed accurately and securely, which protects ownership rights and helps prevent errors or fraud.

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A body of state law that sets the rules for creating, running and changing corporations incorporated in Maryland, covering things like how boards are organized, the legal duties of officers and directors, shareholder voting, mergers and dissolutions. Investors care because it shapes their rights and protections and the process for major corporate actions — like a rulebook that determines how decisions are made and disputes are resolved.

NEW YORK--(BUSINESS WIRE)-- Rithm Property Trust Inc. (NYSE: RPT, “RPT” or the “Company”) today announced that its Board of Directors unanimously approved a one-for-six reverse stock split (the “Reverse Stock Split”) of the Company’s issued and outstanding shares of common stock (the “Common Stock”).

The Reverse Stock Split is expected to take effect as of 5:00 p.m. Eastern Time, on December 30, 2025. Accordingly, at such time, every six issued and outstanding shares of Common Stock will be converted into one share of Common Stock. Corresponding adjustments to the outstanding common units of the Company’s operating partnership will become effective at the respective times.

The Common Stock will continue to trade on The New York Stock Exchange (“NYSE”) under the symbol “RPT” and is expected to begin trading on a Reverse Stock Split-adjusted basis beginning on December 31, 2025, under the new CUSIP number 38983D 854. As a result of the reverse stock split, the number of outstanding shares of RPT’s Common Stock will be reduced from approximately 45.4 million to approximately 7.6 million.

No fractional shares will be issued in connection with the Reverse Stock Split. Instead, each stockholder that would hold fractional shares as a result of the Reverse Stock Split will be entitled to receive a cash payment in lieu of such fractional shares. The Reverse Stock Split will apply to all of the outstanding shares of Common Stock and therefore will not affect any stockholder’s ownership percentage of shares of Common Stock, except for de minimis changes resulting from the payment of cash in lieu of fractional shares. Stockholders of record will receive information from Equiniti Trust Company, LLC, the Company’s transfer agent, regarding their stock ownership following the Reverse Stock Split and, if applicable, payments of cash in lieu of fractional shares. Stockholders who hold their shares in brokerage accounts or in “street name” are not required to take any action in connection with the Reverse Stock Split.

The Reverse Stock Split has been approved by the Company’s Board of Directors pursuant to Maryland General Corporation Law, and no stockholder approval is required.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains certain information which constitutes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “seek,” “believes,” “intends,” “expects,” “projects,” “anticipates,” “plans” and “future” or similar expressions are intended to identify forward-looking statements. These statements are not historical facts. Except for historical information, the statements set forth herein including, but not limited to, any statements regarding the Reverse Stock Split are forward-looking statements. These forward-looking statements represent management’s current expectations regarding future events and are subject to the inherent uncertainties in predicting future results and conditions, many of which are beyond our control. Accordingly, you should not place undue reliance on any forward-looking statements contained herein. For a discussion of some of the risks and important factors that could affect such forward-looking statements see the sections entitled “Cautionary Statement Regarding Forward-Looking Statements”, “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent annual and quarterly reports and other filings, including the Company’s recent proxy statements, filed with the Securities and Exchange Commission. The Company expressly disclaims any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

ABOUT RITHM PROPERTY TRUST

Rithm Property Trust is a real estate investment platform externally managed by an affiliate of Rithm Capital Corp. (“Rithm Capital”) (NYSE: RITM). Following the 2024 strategic transaction with Rithm Capital, the Company operates a flexible commercial real estate focused investment strategy. Rithm Property Trust is a Maryland corporation that is organized and conducts its operations to qualify as a real estate investment trust (“REIT”) for federal income tax purposes.

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Investor Relations

646-868-5483

ir@rithmpropertytrust.com

Source: Rithm Property Trust Inc.