Rithm to acquire Crestline Management in new agreement

Rithm Capital Corp. filed a current report describing that on September 4, 2025 it issued a press release announcing it had entered into a definitive agreement to acquire Crestline Management L.P.

Rhea-AI Filing Summary

Rithm Capital Corp. filed a current report describing that on September 4, 2025 it issued a press release announcing it had entered into a definitive agreement to acquire Crestline Management L.P. The report states that the press release is provided as Exhibit 99.1 and is incorporated by reference into Item 7.01.

The company explains that the press release information is being furnished, not filed, under Regulation FD, meaning it is not automatically incorporated into other securities law filings unless specifically referenced there. Rithm also notes that providing this information does not represent a determination that it is material or complete for investment decisions.

Insights

M&A and disclosure analyst

Rithm is furnishing news of a planned Crestline acquisition via a non‑GAAP 8-K disclosure.

Rithm Capital Corp. has entered into a definitive agreement to acquire Crestline Management L.P., and is using a current report to make investors aware of the related press release. The agreement appears to be a strategic transaction, but this excerpt does not provide financial terms, timing details, or expected impact.

The information is furnished under Item 7.01, which keeps it outside the scope of certain liability provisions and means it is not automatically part of registration statements or other reports unless specifically incorporated. Investors who follow Rithm may look to the referenced press release and subsequent SEC reports for detailed terms and how this acquisition is integrated once more comprehensive information is provided.

8-K Event Classification

Item 7.01 — Regulation FD Disclosure

1 item

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Rithm Capital Corp. (RITM) report in this 8-K filing?

Rithm Capital Corp. reported that it issued a press release on September 4, 2025 announcing that it had entered into a definitive agreement to acquire Crestline Management L.P..

What is the main transaction disclosed by Rithm Capital Corp. (RITM)?

The main transaction is that Rithm Capital Corp. has entered into a definitive agreement to acquire Crestline Management L.P., as described in a press release furnished with the report.

How is the Crestline acquisition information presented in the RITM 8-K?

The acquisition information is included through a press release attached as Exhibit 99.1, which is incorporated by reference into Item 7.01 of the report.

Is the Crestline acquisition press release considered filed information for Rithm Capital (RITM)?

No. The company states that the press release information is being furnished, not filed, so it is not automatically incorporated into other Securities Act or Exchange Act filings unless specifically identified there.

Does Rithm Capital say the Crestline acquisition information is material for investors?

Rithm explicitly notes that furnishing the press release is not intended to be a determination or admission that the information is material or complete for making an investment decision regarding its securities.

Which exhibit in the RITM 8-K contains details about the Crestline acquisition?

Exhibit 99.1 contains the press release dated September 4, 2025 that discusses Rithm Capital Corp.’s definitive agreement to acquire Crestline Management L.P.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 09/04/2025 - 07:02 AM Learn about SEC filing dates

false000155659300015565932025-09-042025-09-040001556593ritm:Six375SeriesCFixedToFloatingRateCumulativeRedeemablePreferredStockMember2025-09-042025-09-040001556593ritm:Seven125SeriesBFixedToFloatingRateCumulativeRedeemablePreferredStockMember2025-09-042025-09-040001556593us-gaap:CommonStockMember2025-09-042025-09-040001556593ritm:Seven50SeriesAFixedToFloatingRateCumulativeRedeemablePreferredStockMember2025-09-042025-09-040001556593ritm:Seven00FixedRateResetSeriesDCumulativeRedeemablePreferredStockMember2025-09-042025-09-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 4, 2025

Rithm Capital Corp.

(Exact name of registrant as specified in its charter)

	Delaware
	(State or other jurisdiction of incorporation)
001-35777		45-3449660
(Commission File Number)		(IRS Employer Identification No.)

799 Broadway New York, New York		10003
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (212) 850-7770

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:	Trading Symbol:	Name of each exchange on which registered:
Common Stock, $0.01 par value per share	RITM	New York Stock Exchange
7.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock	RITM PR A	New York Stock Exchange
7.125% Series B Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock	RITM PR B	New York Stock Exchange
6.375% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock	RITM PR C	New York Stock Exchange
7.00% Fixed-Rate Reset Series D Cumulative Redeemable Preferred Stock	RITM PR D	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Item 7.01 Regulation FD Disclosure

On September 4, 2025, Rithm Capital Corp. (“Rithm”) issued a press release announcing that it entered into a definitive agreement to acquire Crestline Management L.P. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and the information contained therein is incorporated by reference into this Item 7.01.

The information contained in the press release is being furnished, not filed, pursuant to this Item 7.01. Accordingly, such information will not be incorporated by reference into any filing filed by Rithm under the Securities Act of 1933 or the Securities Exchange Act of 1934, unless specifically identified therein as being incorporated by reference therein. The furnishing of the information in this Current Report on Form 8-K with respect to the press release is not intended to, and does not, constitute a determination or admission by Rithm that such information is material or complete, or that investors should consider this information before making an investment decision with respect to any security of Rithm.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release, dated as of September 4, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

* Schedules (or similar attachments) have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule will be furnished to the SEC upon request.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

RITHM CAPITAL CORP.

(Registrant)

By:/s/ Nicola Santoro, Jr.

Name: Nicola Santoro, Jr.

Title: Chief Financial Officer and Chief Accounting Officer

Dated: September 4, 2025