Ready Capital Corp

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number:001-35808

(Exact name of registrant as specified in its charter)

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or

for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this

chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the

definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒Accelerated filer ☐Non-accelerated filer ☐Smaller reporting company☐Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting

standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under

Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes ☒ No ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an

error to previously issued financial statements. Yes ☐ No ☒

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s

executive officers during the relevant recovery period pursuant to §240.10D-1(b). Yes ☐ No ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of June 30,2024, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was$1,313.4 million based on the closing sales price of the

registrant’s common stock on June 30,2024 as reported on the New York Stock Exchange.

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date: The registrant has 163,151,086 shares of common stock, par

value $0.0001 per share, outstanding as of February 28, 2025 .

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s proxy statement for the 2025 annual meeting of stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K.

TABLE OF CONTENTS

Page

FORWARD-LOOKING STATEMENTS

Except where the context suggests otherwise, the terms “Company,” “we,” “us” and “our” refer to Ready Capital

Corporation and its subsidiaries. We make forward-looking statements in this Annual Report on Form 10-K within the

meaning of the Private Securities Litigation Reform Act of 1995 and Section 27A of the Securities Act of 1933, as

amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange

Act”). We intend such statements to be covered by the safe harbor provisions for forward-looking statements contained

therein. Forward-looking statements contained in this annual report reflect our current views about future events and are

inherently subject to substantial risks and uncertainties, many of which are difficult to predict and beyond our control,

that may cause our actual results to materially differ. These forward-looking statements include information about

possible or assumed future results of our operations, financial condition, liquidity, plans and objectives. When we use the

words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “continue,” “intend,” “should,” “could,” “would,” “may,”

“potential” or other comparable terminology, we intend to identify forward-looking statements, although not all forward-

looking statements may contain such words. Statements regarding the following subjects, among others, may be

forward-looking, and the occurrence of events impacting these subjects, or otherwise impacting our business, may cause

our financial condition, liquidity and consolidated results of operations to vary materially from those expressed in, or

implied by, any such forward-looking statements:

•our investment objectives and business strategy;

•our ability to borrow funds or otherwise raise capital on favorable terms;

•our expected leverage;

•our expected investments;

•estimates or statements relating to, and our ability to make, future distributions;

•projected capital and operating expenditures;

•availability of qualified personnel;

•prepayment rates;

•projected default rates;

•increased rates of default and/or decreased recovery rates on our investments;

•changes in interest rates, interest rate spreads, the yield curve or prepayment rates;

•the impact of inflation on our business;

•changes in prepayments of our assets;

•our ability to complete the contemplated acquisition of United Development Funding IV (“UDF IV”) and

achieve the expected synergies, cost savings and other benefits from the contemplated acquisition of UDF IV.

•risks associated with achieving expected synergies, cost savings and other benefits from recent acquisitions,

including the acquisitions of Broadmark Realty Capital Inc. (“Broadmark”), Madison One Capital, M1 CUSO

and Madison One Lender Services (together, “Madison One”), and Funding Circle USA, Inc “Funding Circle”),

and contemplated acquisitions, including the contemplated acquisition of UDF IV, and our increased scale;

•risks related to integrating a construction lending platform into our existing operations and the origination and

ownership of construction loans, which are subject to additional risks as compared to loans secured by existing

structures or land, following the Broadmark Merger (as defined elsewhere in this Annual Report on Form 10-

K);

•risks associated with the divestiture of our Residential Mortgage Banking segment;

•market, industry and economic trends;

•our ability to compete in the marketplace;

•the availability of attractive risk-adjusted investment opportunities in lower-to-middle-market commercial real

estate loans (“LMM”), loans guaranteed by the U.S. Small Business Administration (the “SBA”) under its

Section 7(a) loan program (the “SBA Section 7(a) Program”), government-guaranteed loans focused on the

United States Department of Agriculture (“USDA”), mortgage backed securities (“MBS”), residential mortgage

loans and other real estate-related investments that satisfy our investment objectives and strategies;

•general volatility of the capital markets;

•changes in our investment objectives and business strategy;

•the availability, terms and deployment of capital;

•the availability of suitable investment opportunities;

•market developments and actions recently taken and which may be taken by the U.S. Government, including

pursuant to policies of the new U.S. administration, the U.S. Department of the Treasury (“Treasury”) and the

Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, the Federal

National Mortgage Association (“Fannie Mae”), the Federal Home Loan Mortgage Corporation (“Freddie

Mac”), the Government National Mortgage Association (“Ginnie Mae”), Federal Housing Administration

(“FHA”) Mortgagee, USDA, U.S. Department of Veterans Affairs (“VA”) and the U.S. Securities and

Exchange Commission (“SEC”);

•applicable regulatory changes;

•changes in our assets, interest rates or the general economy;

•mortgage loan modification programs and future legislative actions;

•our ability to maintain our qualification as a real estate investment trust (“REIT”) and limitations on our

business as a result of our qualifications as a REIT;

•our ability to maintain our exemption from qualification under the Investment Company Act of 1940, as

amended (the “1940 Act”);

•factors described in this Annual Report on Form 10-K, including those set forth under the captions “Risk

Factors” and “Business”;

•our dependence on our external advisor, Waterfall Asset Management, LLC (“Waterfall” or the “Manager”),

and our ability to find a suitable replacement if we or Waterfall were to terminate the management agreement

we have entered into with Waterfall (the “management agreement”);

•the degree and nature of our competition, including competition for LMM loans, MBS, residential mortgage

loans, construction loans and other real estate-related investments that satisfy our investment objectives and

strategies;

•geopolitical events such as acts of terrorism, war or other military conflict, and the related impact on

macroeconomic conditions; and

•the impact of current or future pandemics and epidemics on our borrowers, the real estate industry and global

markets, and on our business and operations, financial condition, results of operations, liquidity and capital

resources.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot

guarantee future results, levels of activity, performance or achievements, and we caution readers not to place undue

reliance on any forward-looking statements. These forward-looking statements apply only as of the date of this Annual

Report on Form 10-K. We are not obligated, and do not intend, to update or revise any forward-looking statements,

whether as a result of new information, future events or otherwise, except to the extent required by law. Refer to Item

1A. “Risk Factors” and Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of

Operations” of this Annual Report on Form 10-Kfor the fiscal year ended December 31, 2024 (our "Form 10-K").

RISK FACTOR SUMMARY

We are subject to a variety of risks that are inherent to our business, including risks that may prevent us from achieving

our business objectives or may adversely affect our financial condition, results of operations and liquidity. The following

list of risks and uncertainties is only a summary of some of the most important factors and is not intended to be

exhaustive. The risk factor summary should be read together with the more detailed discussion of risks and uncertainties

set forth in Item 1A. “Risk Factors” ofthis Form 10-K.

•We depend on Waterfall and its key personnel for our success and we may not find a suitable replacement for

Waterfall if the management agreement with Waterfall is terminated, or if key personnel leave the employment

of Waterfall or otherwise become unavailable to us;

•There are various conflicts of interest in our relationship with Waterfall which could result in decisions that are

not in the best interests of our stockholders;

•The termination of the management agreement may be difficult and require payment of a substantial

termination fee or other amounts, including in the case of termination for unsatisfactory performance, which

may adversely affect our inclination to end our relationship with Waterfall;

•Current or future pandemics and epidemics may adversely affect our borrowers, the real estate industry and

global markets, and our business and operations, financial condition, results of operations, liquidity and capital

resources;

•The lack of liquidity of our assets may adversely affect our business, including our ability to value and sell our

assets;

•We anticipate a significant portion of our investments will be in the form of LMM loans that are subject to

risks, such as credit risk;

•Some of the mortgage loans we will originate or acquire are loans made to self-employed borrowers who have a

higher risk of delinquency and default, which could have a material and adverse effect on our business, results

of operations and financial condition;

•New entrants in the market for LMM loans could adversely impact our ability to acquire such loans at attractive

prices and originate such loans at attractive risk-adjusted returns;

•We cannot predict the unintended consequences and market distortions that may stem from far-ranging

interventions in the financial system and oversight of financial markets;

•Interest rate fluctuations may adversely affect the level of our net income and the value of our assets and

common stock;

•Periods of higher inflation in the U.S. may have an adverse impact on the valuation of our investments;

•Maintenance of our 1940 Act exception imposes limits on our operations;

•Accounting rules for certain of our transactions are highly complex and involve significant judgment and

assumptions and changes in such rules, accounting interpretations or our assumptions could adversely impact

our ability to timely and accurately prepare our consolidated financial statements;

•Provisions for credit losses under the Current Expected Credit Loss (“CECL”) model are difficult to estimate;

•Cybersecurity risk and cyber incidents may adversely affect our business by causing a disruption to our

operations, a compromise or corruption of the security, confidentiality, or integrity of our Company, employee,

customer, or third-party confidential information and/or damage to our reputation or business relationships, any

of which could negatively impact our financial results;

•We may seek to sell one of our business segments in an effort to maximize shareholder value, which may

adversely affect our Company, our reputation, our results of operations and financial position or our stock price;

•Our board of directors (“Board”) will not approve each investment and financing decision made by Waterfall

unless required by our investment guidelines;

•We use leverage as part of our investment strategy, but we do not have a formal policy limiting the amount of

debt we may incur, and our Board may change our leverage policy without stockholder consent;

•We may enter into hedging transactions that could expose us to contingent liabilities in the future and adversely

impact our financial condition;

•Complying with REIT requirements may force us to liquidate or forego otherwise attractive investments, which

could reduce returns on our assets and adversely affect returns to our stockholders;

•The percentage of our assets represented by taxable REIT subsidiaries (“TRSs”) and the amount of our income

that we can receive in the form of TRS dividends and interest are subject to statutory limitations that could

jeopardize our REIT qualification and could limit our ability to acquire or force us to liquidate otherwise

attractive investments; and

•Even if we qualify as a REIT, we may face tax liabilities that reduce our cash flow.

PART I