Redwood Trust SEC Filings

Redwood Trust, Inc. is offering $100,000,000 of 9.500% Senior Notes due 2030, issued in $25 units and listed on the NYSE under the symbol RWTQ, with an additional $15,000,000 over-allotment option for underwriters. The notes pay 9.500% annual interest, payable quarterly starting March 1, 2026, and mature on December 1, 2030. Redwood may redeem them at par plus accrued interest on or after December 1, 2027, and must offer to repurchase them at 101% plus accrued interest if a Change of Control Repurchase Event occurs. The notes are senior unsecured obligations, ranking alongside existing senior unsecured debt and behind $3.02 billion of secured indebtedness as of September 30, 2025. Net proceeds of about $96.4 million (or $110.9 million if the option is fully exercised) will be used for general corporate purposes, including funding Sequoia, Aspire and CoreVest mortgage banking platforms, portfolio acquisitions and strategic investments.

Redwood Trust, Inc. plans to issue new senior unsecured notes due December 1, 2030, paying fixed interest quarterly and listed on the NYSE under the symbol RWTQ. The notes can be redeemed by Redwood at par on or after December 1, 2027, and investors gain a right to require repurchase at 101% of principal if a defined Change of Control Repurchase Event occurs. The notes rank equally with Redwood’s other senior unsecured debt and are effectively subordinated to secured borrowings and all liabilities at subsidiaries.

As of September 30, 2025, Redwood and its subsidiaries had $3.02 billion of secured indebtedness, $793 million of senior unsecured indebtedness and total consolidated liabilities of $4.29 billion, highlighting a highly leveraged balance sheet. Net proceeds are intended for general corporate purposes, including funding Sequoia, Aspire and CoreVest mortgage banking platforms, expanding the Redwood Investments portfolio and pursuing strategic acquisitions and investments. The company recently retired $123.5 million of 5.75% exchangeable senior notes due 2025, simplifying its near-term maturity profile.

Redwood Trust (RWT): Schedule 13G/A Amendment No. 4 reports that Wellington Management Group LLP and affiliated entities beneficially own 15,020,483 shares of Redwood Trust common stock, representing 11.6% of the class, with the event date of 09/30/2025. The filing indicates shared voting power over 14,622,219 shares and shared dispositive power over 15,020,483 shares; sole voting and dispositive power are each zero.

The securities are owned of record by clients of Wellington’s investment advisers, and the certification states the holdings were acquired and are held in the ordinary course and not to change or influence control. Item 6 notes client-level rights to dividends or sale proceeds, identifying Bay Pond Partners, L.P. as a client with more than five percent of the class.

Redwood Trust, Inc. (RWT) filed a prospectus supplement tied to its existing at‑the‑market equity offering of common stock with an aggregate gross sales price of up to $175,000,000. The supplement is made under the company’s Form S-3 that became effective on March 3, 2025, replacing the prior automatic shelf.

The company also executed Amendment No. 2 to its distribution agreement with BTIG, Citizens JMP Securities, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, and Wells Fargo Securities, to contemplate sales under the new registration statement and supplement. Material terms, including the $175,000,000 program size, remain unchanged. A legal opinion from Venable LLP was filed as an exhibit.

Redwood Trust, Inc. is registering and may sell up to $175.0 million of common stock from time to time under an amended at‑the‑market (ATM) distribution agreement with BTIG, Citizens JMP Securities, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Wells Fargo Securities.

Sales can be made on the NYSE or via privately negotiated transactions, with agent commissions generally not exceeding 2.0% of the gross sales price, and potentially higher if sold as a principal transaction under a separate terms agreement. Redwood’s common stock trades on the NYSE under “RWT”; the last reported sale price was $5.12 per share on November 6, 2025.

Redwood intends to use net proceeds for general corporate purposes, including funding its Sequoia, Aspire and CoreVest mortgage banking platforms, acquiring assets for its Redwood Investments portfolio, and pursuing strategic acquisitions and investments. As a REIT, Redwood’s charter generally limits any holder to 9.8% ownership of any class of stock, subject to board waivers.

Redwood Trust (RWT) expanded its strategic partnership with CPP Investments, extending the joint venture commitment period by 18 months to September 2028 and upsizing its secured revolving financing facility to $400 million from $250 million. The facility’s term now runs until March 2027, with an optional 18‑month extension, at Redwood’s option, to September 2028.

Redwood also amended outstanding CPP Investments warrants, extending the exercise period to September 2030 and resetting the exercise price to $6.96 per share, described as a 20% premium to the trailing 30‑day volume‑weighted average price of Redwood common stock. These changes support additional capital access and align the warrant terms with recent trading levels.

Redwood Trust, Inc. (RWT) furnished materials related to its quarterly results via an 8‑K. The company announced the press release, the Redwood Trust Shareholder Letter – 3rd Quarter 2025, and The Redwood Review – 3rd Quarter 2025 for the quarter ended September 30, 2025 (Exhibits 99.1, 99.2, 99.3).

It also made Supplemental Financial Tables available on its website in Investor Relations under “Financials.” The information in Items 2.02 and 7.01 and the exhibits is furnished, not filed.

Debora Horvath, a director of Redwood Trust, Inc. (RWT), reported the acquisition of 9,613.67 Deferred Stock Units on 09/30/2025 pursuant to her deferral election under the companys Amended and Restated Executive Deferred Compensation Plan. The units have an identified value of $5.76 and are 100% vested at grant. Deferred stock units have no expiration date and convert into 9,613.67 shares of common stock for reporting purposes; the filing shows 9,613.67 shares beneficially owned following the transaction, held directly. The Form 4 was signed by an attorney-in-fact on 10/01/2025.