Welcome to our dedicated page for Rithm Capital SEC filings (Ticker: RITM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Rithm Capital Corp. filed a Form 8-K reporting a material event: Exhibit 1.1 is an Underwriting Agreement dated September 18, 2025 between Rithm Capital Corp. and Morgan Stanley & Co. LLC as representative of the underwriters. The filing identifies the company’s listed securities and trading symbols, including common stock (RITM) and several series of preferred stock. The report provides the exhibit reference but does not disclose the size, pricing, or purpose of any securities offering within the visible text. As presented, the filing notifies investors that an underwriting arrangement exists but leaves key transactional details unspecified in the disclosed excerpt.
Rithm Capital Corp. proposes a new series of perpetual preferred stock (Series E) with a $25.00 per share liquidation preference. Dividends are cumulative and payable quarterly beginning February 15, 2026, at a fixed annual rate stated in the prospectus supplement (the document provided contains placeholders for the exact rate and the number of shares offered). The Series E is not redeemable by the issuer prior to November 15, 2030 except in narrow tax-preservation or special circumstances; thereafter the company may redeem at $25.00 per share plus accumulated unpaid dividends. Upon a specified Change of Control, holders may convert Series E into common stock based on a formula tied to accumulated dividends and the Common Stock Price, subject to a stated Share Cap and adjustments. The shares are intended for listing on the NYSE under RITM PR E and are expected to be delivered in book-entry form through DTC and international depositories around a September settlement date referenced in the supplement. The prospectus discloses extensive risk factors, ownership transfer restrictions intended to preserve REIT status, limited voting rights for holders, underwriter stabilization and an overallotment option, and cross-references multiple SEC filings incorporated by reference.
Rithm Capital entered into a definitive merger agreement to acquire Paramount Group through a two-step merger structure that will make Paramount and its operating partnership wholly owned subsidiaries of Rithm. In the first step, Rithm-owned Panorama Operating Merger Sub LP will merge into Paramount Group Operating Partnership LP with the partnership surviving, and each outstanding Operating Partnership common unit (other than units held by the parties to the transaction) will be canceled and converted into cash equal to the applicable conversion factor multiplied by $6.60 per unit.
In the second step, Paramount will merge into Rithm's Panorama REIT Merger Sub with the surviving entity becoming a Rithm subsidiary, and each outstanding share of Paramount common stock (other than shares held by the parties to the transaction) will be canceled and converted into $6.60 cash per share. Outstanding Paramount options will be canceled for no consideration and restricted stock will be cashed out at $6.60 per share, subject to tax withholding.