Redwood Trust (RWT) HR chief converts deferred stock units, now holds 82,372 shares

Rhea-AI Filing Summary

Redwood Trust Inc. reported an insider equity transaction by its Chief Human Resource Officer, who filed individually. On 12/24/2025, the officer acquired 13,131 shares of common stock through the conversion of Deferred Stock Units under the Executive Deferred Compensation Plan at a value of $5.49 per share, bringing direct beneficial ownership to 82,372 shares.

The related derivative activity involved Deferred Stock Units with an exercise price reference of $13.18. A portion of units, totaling 15,321, was disposed of to cover tax liabilities tied to the distribution and/or conversion, while other Deferred Stock Units were converted into common stock with no cash exercise price. After these transactions, no Deferred Stock Units with the same original grant date remain beneficially owned.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Macomber Sasha G.

(Last) (First) (Middle)

1 BELVEDERE PLACE

SUITE 300

(Street)

MILL VALLEY CA 94941

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
REDWOOD TRUST INC [ RWT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Human Resource Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/24/2025		M(1)		13,131	A	$5.49(2)	82,372	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Stock Units	$13.18(2)	12/24/2025		F(3)			15,321	(4)	(5)	Common Stock	15,321	$0.0(1)	13,131	D
Deferred Stock Units	$13.18(6)	12/24/2025		M(1)			13,131	(4)	(5)	Common Stock	13,131	$0.0(1)	0(7)	D

Explanation of Responses:

1. This transaction relates to the distribution and/or conversion of Deferred Stock Units to common stock under the Executive Deferred Compensation Plan.

2. Represents the value (per stock unit or share of common stock) of the distribution and/or conversion of Deferred Stock Units, including to common stock under the Executive Deferred Compensation Plan, based on the fair market value of Redwood Trust, Inc. common stock on the transaction date.

3. This disposition transaction represents a Compensation Committee approved withholding of securities incident to the payment of tax liability relating to the distribution and/or conversion of Deferred Stock Units in the Executive Deferred Compensation Plan.

4. Deferred Stock Units were subject to a mandatory holding period and are being delivered to the Participant at the time specified in the grant agreement, according to the terms and conditions of the Executive Deferred Compensation Plan.

5. No expiration date is applicable to deferred stock units.

6. Represents fair value of Deferred Stock Units, based on the original grant date fair market value.

7. Following these reported transactions, no other Deferred Stock Units with the same original grant date are beneficially owned.

	Attorney-In-Fact:/Andrew P. Stone	12/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Redwood Trust (RWT) report in this Form 4?

The Chief Human Resource Officer of Redwood Trust Inc. reported acquiring 13,131 shares of common stock on 12/24/2025 through the conversion of Deferred Stock Units under the Executive Deferred Compensation Plan.

What is the insider’s ownership in Redwood Trust (RWT) after the reported transaction?

Following the reported transaction, the officer beneficially owns 82,372 shares of Redwood Trust Inc. common stock in direct ownership.

At what value were the Redwood Trust (RWT) Deferred Stock Units converted or distributed?

The transaction reflects a per-share value of $5.49 for common stock received and a reference value of $13.18 per Deferred Stock Unit, based on the fair market value of Redwood Trust Inc. common stock on the transaction date and the original grant date fair value.

Why were some Redwood Trust (RWT) Deferred Stock Units disposed of in this filing?

A total of 15,321 Deferred Stock Units were disposed of as a Compensation Committee approved withholding of securities to satisfy tax liabilities arising from the distribution and/or conversion of Deferred Stock Units in the Executive Deferred Compensation Plan.

Did the Redwood Trust (RWT) officer pay cash to exercise the Deferred Stock Units?

No cash exercise price was involved; the Deferred Stock Units were converted into common stock at an exercise price of $0.0 in connection with the plan’s distribution and conversion terms.

Are any Deferred Stock Units from the same grant date still held by the Redwood Trust (RWT) officer?

No. The explanation states that following these transactions, no other Deferred Stock Units with the same original grant date are beneficially owned by the reporting person.