ADDED
As of February 12, 2026, 7,571,310 shares of the registrant s common stock, par value $0.01 per share, were outstanding.
Such forward-looking statements relate to, among other things, the performance of Rithm Property Trust Inc.
s ( Rithm Property Trust, we, the Company, our and us ) investments, expected results, our financing needs and the size and attractiveness of market opportunities.
Risk Factors of this Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (this Annual Report ).
These risks include, among others: changes to our business strategy to invest in the commercial real estate ( CRE ) sector, including commercial mortgage-backed securities ( CMBS ), commercial real property and commercial mortgage loans, and the risk that we may not successfully execute the new strategy; the ability of Rithm Capital Corp.
SPECIAL NOTE REGARDING EXHIBITS In reviewing the agreements included as exhibits to this Annual Report, please remember they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about Rithm Property Trust or the other parties to the agreements.
The agreements contain representations and warranties by each of the parties to the applicable agreement.
Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time.
Additional information about the Company may be found elsewhere in this Annual Report on Form 10-K and the Company s other public filings, which are available without charge through the SEC s website at http://www.sec.gov.
The Company acknowledges that, notwithstanding the inclusion of the foregoing cautionary statements, it is responsible for considering whether additional specific disclosures of material information regarding material contractual provisions are required to make the statements in this Annual Report not misleading.
REMOVED
As of February 12, 2025, 47,489,988 shares of the registrant s common stock, par value $0.01 per share, were outstanding.
Form 10-K Summary 68 In this Annual Report on Form 10-K ( Annual Report ), unless the context indicates otherwise, references to Rithm Property Trust, we, the Company, our and us refer to the activities of and the assets and liabilities of the business and operations of Rithm Property Trust Inc.
(formerly Great Ajax Corp.); references to Rithm refer to Rithm Capital Corp., together with its subsidiaries.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This report contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which statements involve substantial risks and uncertainties.
Such forward-looking statements relate to, among other things, the performance of our investments, expected results, our financing needs and the size and attractiveness of market opportunities.
Business Overview Rithm Property Trust, formerly Great Ajax Corp, a Maryland corporation, is an externally managed REIT formed on January 30, 2014, and capitalized on March 28, 2014, by its then sole stockholder, Aspen, an affiliate of Aspen Capital.
Historically, the Company primarily targeted acquisitions of (i) RPLs, which are residential mortgage loans on which at least five of the seven most recent payments have been made, or the most recent payment has been made and accepted pursuant to an agreement, or the full dollar amount, to cover at least five payments has been paid in the last seven months and (ii) NPLs, which are residential mortgage loans on which the most recent three payments have not been made.
We acquired RPLs and NPLs either directly or in joint ventures with institutional accredited investors.
The joint ventures were structured as securitization trusts, from which the Company acquired debt securities and beneficial interests.
On June 11, 2024, we completed our previously announced strategic transaction with Rithm (such transactions together, the Strategic Transaction ).