Rithm Capital Corp.
For the period ended Dec 31, 2025. Filed Feb 19, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 19, 2026
RITM$9.27-1.8%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits; Financial Statement Schedules
(a) The following documents are filed as part of this report:
The consolidated financial statements are set forth in Item 8 of this Annual Report on Form 10-K.
The following financial statement schedules should be read in conjunction with the financial statements included:
Schedule III - Real Estate and Accumulated Depreciation as of December 31, 2025, 2024 and 2023.
(b) Exhibits filed with this Form 10-K:
| Exhibit Number | Exhibit Description |
| 2.1§ | Agreement and Plan of Merger, dated as of September 17, 2025, by and among Rithm Capital Corp., Panorama REIT Merger Sub, Inc., Panorama Operating Merger Sub LP, Paramount Group, Inc. and Paramount Group Operating Partnership LP (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed September 17, 2025) |
| 2.2§ | Amendment No. 1 to Agreement and Plan of Merger, dated as of October 8, 2025, by and among the Company, Panorama REIT Merger Sub, Inc., Panorama Operating Merger Sub LP, Paramount Group, Inc. and Paramount Group Operating Partnership LP (incorporated by reference to Exhibit 2.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025) |
| 3.1 | Amended and Restated Certificate of Incorporation of Rithm Capital Corp. (formerly New Residential Investment Corp.) (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed May 3, 2013) |
| 3.2 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Rithm Capital Corp. (formerly New Residential Investment Corp.) (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed October 17, 2014) |
| 3.3 | Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Rithm Capital Corp. (formerly New Residential Investment Corp.) (incorporated by reference to Exhibit 3.1 to Rithm Capital Corp.’s Current Report on Form 8-K, filed August 2, 2022) |
| 3.4 | Amended and Restated Bylaws of Rithm Capital Corp. (formerly New Residential Investment Corp.) (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, filed August 2, 2022) |
| 3.5 | Certificate of Designations of Rithm Capital Corp. (formerly New Residential Investment Corp.), designating the Company’s 7.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.4 to the Company’s Form 8-A, filed July 2, 2019) |
| 3.6 | Certificate of Designations of Rithm Capital Corp. (formerly New Residential Investment Corp.), designating the Company’s 7.125% Series B Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.5 to the Company’s Form 8-A, filed August 15, 2019) |
| 3.7 | Certificate of Designations of Rithm Capital Corp. (formerly New Residential Investment Corp.), designating the Company’s 6.375% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.6 to the Company’s Form 8-A, filed February 14, 2020) |
| 3.8 | Certificate of Designations of Rithm Capital Corp. (formerly New Residential Investment Corp.), designating the Company’s 7.00% Fixed-Rate Reset Series D Cumulative Redeemable Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.7 to the Company’s Form 8-A, filed September 17, 2021) |
| 3.9 | Certificate of Designations of Rithm Capital Corp., designating the Company’s 8.750% Series E Fixed-Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.9 to the Company’s Form 8-A, filed on September 25, 2025) |
| 3.10 | Certificate of Designations of Rithm Capital Corp., designating the Company’s 8.750% Series F Fixed-Rate Reset Cumulative Redeemable Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.10 to the Company’s Form 8-A, filed on January 21, 2026) |
| 4.1 | Specimen Series A Preferred Stock Certificate of Rithm Capital Corp. (formerly New Residential Investment Corp.) (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-A filed July 2, 2019) |
| 4.2 | Specimen Series B Preferred Stock Certificate of Rithm Capital Corp. (formerly New Residential Investment Corp.) (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-A, filed August 15, 2019) |
| 4.3 | Specimen Series C Preferred Stock Certificate of Rithm Capital Corp. (formerly New Residential Investment Corp.) (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-A, filed February 14, 2020) |
| 4.4 | Specimen Series D Preferred Stock Certificate of Rithm Capital Corp. (formerly New Residential Investment Corp.) (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-A, filed September 17, 2021) |
| 4.5 | Specimen Series E Preferred Stock Certificate of Rithm Capital Corp. (incorporated by reference to Exhibit 4.1 on Form 8-A on September 25, 2025) |
| 4.6 | Specimen Series F Preferred Stock Certificate of Rithm Capital Corp. (incorporated by reference to Exhibit 4.1 on Form 8-A on January 21, 2026) |
| 4.7 | Form of Debt Securities Indenture (including Form of Debt Security) (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3, filed May 16, 2014) |
| 4.8 | Indenture, dated as of September 16, 2020, between Rithm Capital Corp. (formerly New Residential Investment Corp.) and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed September 16, 2020) |
| 4.9 | Form of Rithm Capital Corp.’s (formerly New Residential Investment Corp.) 6.250% senior unsecured notes due 2025 (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed September 16, 2020) |
| 4.10 | Indenture, dated as of March 19, 2024, between Rithm Capital Corp. and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed March 19, 2024) |
| 4.11 | Form of Rithm Capital Corp.’s 8.000% senior unsecured notes due 2029 (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed March 19, 2024) |
| 4.12 | Indenture, dated as of June 20, 2025, between Rithm Capital Corp. and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed June 20, 2025) |
| 4.13 | Form of Rithm Capital Corp.’s 8.000% senior unsecured notes due 2030 (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8K, filed June 20, 2025) |
| 4.14* | Description of Securities Registered under Section 12 of the Exchange Act |
| 10.1+ | Form of Indemnification Agreement by and between Rithm Capital Corp. and its directors and officers (incorporated by reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022) |
| 10.2+ | Rithm Capital Corp. 2023 Omnibus Incentive Plan, adopted as of May 25, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed May 30, 2023) |
| 10.3+ | Rithm Capital Corp. (formerly New Residential Investment Corp.) Nonqualified Stock Option and Incentive Award Plan, adopted as of April 29, 2013 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed May 3, 2013) |
| 10.4+ | Amended and Restated Rithm Capital Corp. (formerly New Residential Investment Corp.) Nonqualified Stock Option and Incentive Plan, adopted as of November 4, 2014 (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2014) |
| 10.5+ | Amended and Restated Rithm Capital Corp. Nonqualified Stock Option and Incentive Award Plan, adopted as of February 16, 2023 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023) |
| 10.6 | Investment Guidelines (incorporated by reference to Exhibit 10.4 to Amendment No. 4 to New Residential Investment Corp.’s Registration Statement on Form 10, filed April 9, 2013) |
| 10.8+ | Employment Agreement, dated as of June 17, 2022, by and between Rithm Capital Corp. (formerly New Residential Investment Corp.) and Michael Nierenberg (incorporated by reference to Exhibit 10.68 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022) |
| 10.9+ | First Amendment to Employment Agreement, dated as of March 15, 2024, by and between Rithm Capital Corp. and Michael Nierenberg (incorporated by reference to Exhibit 10.2 to Amendment No. 1 to the Company’s Quarterly Report on Form 10-Q/A for the quarterly period ended March 31, 2024) |
| 10.10+ | Offer Letter, dated as of August 1, 2022, by and between Rithm Capital Corp. and Nicola Santoro, Jr. (incorporated by reference to Exhibit 10.69 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022) |
| 10.12+ | Offer Letter, dated as of April 26, 2024, by and between Rithm Capital Corp. and David Zeiden (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024) |
| 10.13+ | Rithm Capital Management LLC Long Term Incentive Plan, adopted as of February 23, 2024 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed February 27, 2024) |
| 19.1 | Rithm Capital Corp. Insider Trading Compliance Policy (Incorporated by reference to Exhibit 19.1 to the Company’s Form 10-K for the year ended December 31, 2024) |
| 21.1* | List of Subsidiaries of Rithm Capital Corp. |
| 23.1* | Consent of Ernst & Young LLP, independent registered public accounting firm. |
| 31.1* | Certification of Chief Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2* | Certification of Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32.1** | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 32.2** | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97.1 | Rithm Capital Corp. Clawback Policy (incorporated by reference to Exhibit 97.1 to the Company’s Amendment No. 1 to Annual Report on Form 10-K/A for the year ended December 31, 2023) |
| 101* | The following financial information from the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) Consolidated Balance Sheets; (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income; (iv) Consolidated Statements of Changes in Stockholders’ Equity; (v) Consolidated Statements of Cash Flows; and (vi) Notes to Consolidated Financial Statements |
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
| + | Indicates a management contract or compensatory plan or arrangement. |
|---|---|
| † | Portions of this exhibit have been omitted. |
| * | Exhibit filed herewith. |
| ** | Exhibit furnished herewith. |
| § | 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. |
RITHM CAPITAL CORP.
SCHEDULE III
REAL ESTATE AND ACCUMULATED DEPRECIATION
| Column A · Column B · Column C · Column D · Column E · Column F · Column G · Column H · Column I | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Amounts in thousands) | ||||||||||||
| Initial Cost to Company · Costs Capitalized Subsequent to Acquisition · Gross Amount Carried at Close of Period · Accumulated Depreciation and Amortization · Date of Construction / Renovation · Date Acquired · Life on which Depreciation in Latest Income Statement is Computed | ||||||||||||
| Description · Encumbrances · Land · Building and Improvements · Land · Building and Improvements · Land · Building and Improvements · Total(1) | ||||||||||||
| 1633 Broadway | $1,250,000 | $446,247 | $599,319 | $— | $953 | $446,247 | $600,272 | $1,046,519 | $(1,132) | 1971 / 2015 | 12/19/2025 | 5 to 40 Years |
| 1301 Avenue of Americas | 900,000 | 334,861 | 587,851 | — | — | 334,861 | 587,851 | 922,712 | (951) | 1963 / 2023 | 12/19/2025 | 5 to 40 Years |
| 31 West 52nd Street | 500,000 | 178,599 | 263,760 | — | — | 178,599 | 263,760 | 442,359 | (360) | 1987 / 2019 | 12/19/2025 | 5 to 40 Years |
| 1325 Avenue of the Americas | 250,000 | 133,825 | 156,262 | — | 171 | 133,825 | 156,433 | 290,258 | (338) | 1989 / 2019 | 12/19/2025 | 5 to 40 Years |
| 900 Third Avenue | 120,000 | 75,887 | 89,149 | — | — | 75,887 | 89,149 | 165,036 | (181) | 1983 / 2023 | 12/19/2025 | 5 to 40 Years |
| Total New York | 3,020,000 | 1,169,419 | 1,696,341 | — | 1,124 | 1,169,419 | 1,697,465 | 2,866,884 | (2,962) | |||
| One Market Plaza | 850,000 | 400,377 | 382,925 | — | — | 400,377 | 382,925 | 783,302 | (635) | 1976 / 2016 | 12/19/2025 | 5 to 40 Years |
| 300 Mission Street | 232,050 | 88,053 | 110,989 | — | — | 88,053 | 110,989 | 199,042 | (219) | 1968 / 2020 | 12/19/2025 | 5 to 40 Years |
| One Front Street | — | 64,020 | 109,294 | — | 222 | 64,020 | 109,516 | 173,536 | (191) | 1979 | 12/19/2025 | 5 to 40 Years |
| Total San Francisco | 1,082,050 | 552,450 | 603,208 | — | 222 | 552,450 | 603,430 | 1,155,880 | (1,045) | |||
| Other | 833,098 | 206,152 | 759,716 | — | 163,496 | 206,152 | 923,212 | 1,129,364 | (109,877) | N/A | N/A | N/A |
| Total | $4,935,148 | $1,928,021 | $3,059,265 | $— | $164,842 | $1,928,021 | $3,224,107 | $5,152,128 | $(113,884) | |||
(1)The basis of the Company’s assets for tax purposes is approximately $523.6 million higher than the amount reported for financial statement purposes.
| For the Year Ended December 31, | |||
|---|---|---|---|
| (Amounts in thousands) | 2025 | 2024 | 2023 |
| Real Estate: | |||
| Beginning balance | $1,139,777 | $1,069,475 | $1,016,412 |
| Acquisitions | 4,060,386 | 102,393 | 68,368 |
| Additions during the year: | |||
| Buildings and improvements | 18,710 | 13,077 | 20,630 |
| Assets sold and written-off | (66,745) | (45,168) | (35,935) |
| Ending balance | $5,152,128 | $1,139,777 | $1,069,475 |
| Accumulated Depreciation: | |||
| Beginning balance | $83,584 | $52,040 | $24,779 |
| Additions charged to expense | 34,156 | 29,955 | 28,200 |
| Accumulated depreciation related to assets sold and written-off | (3,856) | 1,589 | (939) |
| Ending balance | $113,884 | $83,584 | $52,040 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.