Rithm Property Trust Inc. SEC Filings

Rithm Property Trust Inc. received an amended ownership report showing that Bay Pond Partners, L.P. no longer holds any of its common stock. As of 12/31/2025, Bay Pond reports beneficial ownership of 0 shares, representing 0.0% of the class, with no voting or dispositive power.

The filing notes that Bay Pond’s holdings have fallen to 5 percent or less of the class and certifies that the securities were not acquired or held for the purpose of changing or influencing control of the company.

Rithm Property Trust Inc. reported that in February 2026 it evaluated a significant common equity raise to fund the acquisition of commercial mortgage assets but ultimately decided not to proceed. The decision was based on market conditions. The company states it will continue reviewing other opportunities aimed at benefiting stockholders.

Rithm Property Trust Inc. amended a prior report to provide full audited and interim financial statements for Paramount Group, Inc. and to explain how a new real estate investment will appear in its own financial statements. The company, through a subsidiary, contributed $50.0 million in cash to acquire an aggregate approximately 3.9% limited partnership interest in two Rithm Capital–sponsored aggregator partnerships that own 100% of Paramount Group Operating Partnership LP, which holds a portfolio of ten Class A commercial properties in New York and San Francisco. The company also committed to contribute up to an additional $7.5 million in certain circumstances for more partnership interests, funded with cash on hand. Rithm affiliates control and manage the aggregators and the property portfolio, and several senior executives hold roles at both entities. Rithm Property Trust elected the fair value option for this equity method investee, so the $50 million investment will be recorded in other investments on its balance sheet and remeasured at fair value each period, with realized gains, losses and fair value changes recognized in other income (loss).

Rithm Property Trust Inc. completed a 1-for-6 reverse stock split of its common stock effective at 5:00 p.m. Eastern Time on December 30, 2025. Every six shares of common stock outstanding at that time automatically converted into one share, reducing the number of issued and outstanding common shares from 45,401,123 to approximately 7,566,853.

The reverse split affected all common stockholders uniformly, so ownership percentages remained essentially the same aside from minor changes from eliminating fractional shares. Any fractional share resulting from the split will be paid out in cash, based on the reverse-split-adjusted closing price on December 30, 2025. Rithm also proportionally adjusted shares available and outstanding awards under its equity incentive and director equity plans, and trading on the NYSE is expected to begin on a split-adjusted basis on December 31, 2025 under the existing symbol “RPT.”

Rithm Property Trust Inc. disclosed that its board approved a 1-for-6 reverse stock split of its common stock and corresponding common units of its operating partnership. At approximately 5:00 p.m. Eastern Time on December 30, 2025, every six shares of common stock will automatically be converted into one share, with no fractional shares issued; holders entitled to fractional shares will receive cash instead.

As a result, outstanding common shares will be reduced from 45,401,123 shares as of December 15, 2025 to approximately 7,566,853 shares after the split. The stock is expected to begin trading on a split-adjusted basis at the market open on December 31, 2025 under a new CUSIP number. The company added a risk factor noting the reverse split could reduce trading liquidity and that its overall market capitalization after the split may be lower than before.

Rithm Property Trust Inc. acquired an indirect minority interest in an office real estate portfolio by investing $50.0 million of cash on hand. Through its subsidiary, the company subscribed for approximately 3.9% of the limited partnership interests in two Rithm Capital-sponsored aggregator partnerships that together own 100% of Paramount Group Operating Partnership LP.

The portfolio consists of ten Class A office properties in New York City and San Francisco, including 1633 Broadway, 1301 and 1325 Avenue of the Americas, 31 W 52nd Street, 712 Fifth Avenue, 1600 Broadway, 900 3rd Street, One Market Plaza, 300 Mission Street and One Front Street. The company also committed up to an additional $7.5 million of capital under certain circumstances in exchange for more partnership interests.

Affiliates of Rithm Capital hold the remaining partnership interests and manage the investment and the properties, creating a related-party structure that was approved by the company’s independent directors. The company plans to elect fair value accounting for this equity method investee and expects to add audited and narrative financial information by amendment.

Rithm Property Trust Inc. disclosed that investment fund Bay Pond Partners, L.P. has taken a sizeable passive stake in its common stock. As of the event date of December 1, 2025, Bay Pond reports beneficial ownership of 2,305,355 Rithm Property Trust common shares, representing about 5.07% of the outstanding class.

Bay Pond, organized in Delaware and operating from an office in Boston, reports no sole voting or dispositive power over the shares, but shared voting and shared dispositive powernot acquired to change or influence control of Rithm Property Trust, indicating a passive investment position rather than an activist role.

Beach Point Capital Management LP and Beach Point GP LLC filed an amended Schedule 13G reporting beneficial ownership of 494,985 shares of Rithm Property Trust Inc. common stock, representing 1.1% of the class.

The percentage is based on 45,420,752 shares outstanding as of July 28, 2025. The reporting persons have shared voting and dispositive power over 494,985 shares and no sole voting or dispositive power. The shares are held by certain clients of Beach Point, and the reporting persons disclaim beneficial ownership beyond their advisory/control roles.

The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. The date of the event requiring the filing is September 30, 2025.

Rithm Property Trust Inc. filed its quarterly report for the period ended September 30, 2025, showing a smaller net loss and steadier operations across its new two-segment structure. Net loss attributable to common stockholders was $1.6M for Q3, an improvement from $8.0M a year ago. Net interest income rose to $4.0M from $3.7M, while year-to-date net interest income increased to $12.0M from $5.7M.

Total assets were $1.003B, cash and cash equivalents were $81.4M, and liabilities totaled $711.6M, including repurchase financing agreements of $361.1M and secured bonds payable of $235.9M. The company issued Series C preferred stock for proceeds of $50.8M and paid common dividends of $0.06 per share in the quarter ($0.18 year-to-date). By segment, Q3 income (loss) before taxes was $3.4M for Residential, $1.6M for Commercial, and $(5.3)M at Corporate. Common shares outstanding were 45,428,460 as of October 31, 2025.