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    SEC Form DEFA14A filed by Rithm Property Trust Inc.

    4/21/25 6:50:37 AM ET
    $RPT
    Real Estate Investment Trusts
    Real Estate
    Get the next $RPT alert in real time by email
    DEFA14A 1 tm252428d3_defa14a.htm DEFA14A

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

     

    SCHEDULE 14A

     

    Proxy Statement Pursuant to Section 14(a) of the

    Securities Exchange Act of 1934

     

     

     

    Filed by the Registrant x

     

    Filed by a Party other than the Registrant ¨

     

    Check the appropriate box:

     

    ¨Preliminary Proxy Statement

     

    ¨Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

     

    ¨Definitive Proxy Statement

     

    xDefinitive Additional Materials

     

    ¨Soliciting Material Pursuant to Rule 14a-12

     

    Rithm Capital Corp.

     

    (Name of Registrant as Specified In Its Charter)

     

     

    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

     

    Payment of Filing Fee (Check all boxes that apply):

     

    xNo fee required

     

    ¨Fee paid previously with preliminary materials

     

    ¨Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

     

     

     

     

     

    GRAPHIC

    Get informed before you vote *If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at www.ProxyVote.com or request a paper copy of the materials, which will contain the appropriate instructions. Please check the meeting materials for any special requirements for meeting attendance. Smartphone users Point your camera here and vote without entering a control number Your Vote Counts! FLASHID-JOB# For complete information and to vote, visit www.ProxyVote.com Control # Ricky Campana P.O. Box 123456 Suite 500 51 Mercedes Way Edgewood, NY 11717 148,294 322,224 1 OF 2 30# Hextone, Inc. P.O. Box 9142 Farmingdale, NY 11735 XXXX XXXX XXXX XXXX RITHM PROPERTY TRUST INC. 2025 Annual Meeting Vote by June 01, 2025 11:59 PM ET You invested in RITHM PROPERTY TRUST INC. and it's time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the shareholder meeting to be held on June 02, 2025. View the Annual Report, Proxy Statement, Notice online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 23, 2025. If you would like to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to [email protected]. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. Vote in Person at the Meeting* June 02, 2025 8:00 AM EST Kramer Levin Naftalis & Frankel LLP 1177 Avenue of the Americas New York, NY 10036

    GRAPHIC

    Voting Items Board Recommends THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote these important matters. Vote at www.ProxyVote.com FLASHID-JOB# Control # XXXX XXXX XXXX XXXX 1.00000 322,224 148,294 Under New York Stock Exchange rules, brokers may vote “routine” matters at their discretion if your voting instructions are not communicated to us at least 10 days before the meeting. We will nevertheless follow your instructions, even if the broker’s discretionary vote has already been given, provided your instructions are received prior to the meeting date. RITHM PROPERTY TRUST INC. 2025 Annual Meeting Vote by June 01, 2025 11:59 PM ET 1. Election of Directors Nominees: 01 Paul Friedman 03 Daniel Hoffman 02 Mary Haggerty 04 Michael Nierenberg For 2 To approve the issuance of up to 7,700,000 shares of Common Stock to RCM GA Manager LLC, the external manager of Rithm Property Trust Inc. ("RPT") as payment of fees under the Management Agreement (as defined in the accompanying materials). For 3 To ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm for RPT for the fiscal year ending December 31, 2025. For 4 To approve (on a non-binding advisory basis) the compensation of the named executive officers as described in the accompanying materials. For 5 To approve (on a non-binding advisory basis) the frequency of an advisory vote on the compensation of our named executive officers in future years. Year NOTE: In their discretion, the proxies are authorized to vote upon such other business as may properly come before the Annual Meeting. This proxy when properly executed will be voted as directed herein by the undersigned shareholder. If no direction is made, this proxy will be voted FOR ALL NOMINEES in Proposal 1, FOR Proposals 2, 3 and 4 and 1YEAR in Proposal 5. If no direction is made, this proxy will be voted in the discretion of the proxy holder on any other business not specified above that is properly presented at the Annual Meeting or postponement thereof.

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